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Companies must be mindful of proxy advisory agency policies and their impact, but this does not mean they should automatically accede to all proxy advisor requirements – as this may unduly limit such companies' effective range of action.
In advising our clients in this area, we first inform them of which of their investors typically follows (and not simply subscribes to) proxy advisor vote recommendations, and the overall influence of each major advisor on their ownership base.
The next step, aimed at minimizing this influence, is to help our clients engage with and develop relationships with the proxy voters and governance heads at potential "swing" investors who have demonstrated the willingness to vote independently of such advisor recommendations – when provided with clear, compelling messaging and context.