ISS to Open Window for Companies to Submit Changes to Peer Groups


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Institutional Shareholder Services will open its peer group submission window July 10, the proxy advisory firm announced last week. 

ISS requests that companies submit any changes they have made to their self-selected peer groups in preparation for the company’s next proxy disclosure.  The submission window will be open July 10 to July 21 and will be available to U.S. and Canadian companies scheduled to have annual meetings between Sept. 16 and Jan. 31.  For companies with annual meetings scheduled to occur after Jan. 31, there will be a separate peer submission process in late 2017.

According to ISS, “Submissions should reflect peer companies used (or to be used) by the submitting company for pay-setting for the fiscal year ending prior to the company’s next upcoming annual meeting.”

As part of their peer group construction process, ISS requests, on a semi-annual basis, that corporations submit changes they have made to their self-selected peer groups.  ISS uses this data to inform its own peer group construction methodology.

ISS cautions companies to keep the following in mind when making their submission: 

  • The peer group provided should be the peer group used for benchmarking CEO pay for the fiscal year ending prior to your next annual meeting.
  • While public disclosure of this information is not required, our expectation is that the same peers provided to ISS will be disclosed in the upcoming proxy. Significant differences between submitted peers and peers cited for the fiscal year ending prior to your next annual meeting may cause ISS to re-run the peer group and may result in the company not being able to pre-submit peers in future years.
  • The ISS research team will use this information only for the purpose of constructing peer groups.
  • Submissions should include your complete peer list, selected through the lookup tool provided on the peer submission form.
  • Please do not make multiple submissions or submit information other than relevant peers (i.e. those used for benchmarking CEO pay), as this may disrupt accurate submission of your peers.
  • Note that, as in prior years, ISS peer groups are not finalized until our research is published.

Companies can, of course, choose not to submit this information—whether because no changes have occurred or because they simply do not wish to participate.  If a company does not make a submission, ISS will use the peer group disclosed in the company’s last proxy filing.

Companies choosing to participate can make their submission via the ISS Governance Analytics page.