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United Kingdom
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Institutional Shareholder Services Inc. meaning
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What does Institutional Shareholder Services Inc. mean?
In legal practice, Institutional Shareholder Services Inc. (ISS) is a leading global proxy adviser and voting service provider used by institutional investors to research, make recommendations on, and execute proxy votes at shareholder meetings. Clients include asset owners, asset managers, hedge funds and asset service providers. ISS focuses on corporate governance and stewardship (including ESG), and publishes annual UK & Ireland Proxy Voting Guidelines that influence market practice on matters such as board composition, remuneration, audit, capital authorities and shareholder rights.
“Institutional Shareholder Services Inc.” is not a term defined in legislation or case law; it is a descriptive name for the firm. However, the role of proxy advisers is recognised under the Shareholder Rights Directive II regime as implemented in the UK and Ireland, which imposes transparency and conflicts-of-interest disclosure requirements on proxy advisers operating in these markets.
Across England & Wales, Scotland, Northern Ireland and Ireland, usage is consistent. Companies and their advisers routinely consider ISS guidelines and likely recommendations when preparing AGM/EGM resolutions, remuneration policies and shareholder engagement strategies, as these can materially affect voting outcomes. Many investors adopt or customise ISS policies and may delegate vote execution to ISS systems to support stewardship and regulatory reporting. Also known...
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View the related Checklists about Institutional Shareholder Services Inc.
CHECKLISTS
Checklist: remuneration committee composition for UK quoted companies—UK Corporate Governance Code requirements and investor best practice (ISS, PIRC, IA, QCA, PLSA, Glass Lewis)
This checklist outlines the UK Corporate Governance Code expectations for the make-up of remuneration committees of quoted companies, alongside leading best practice from principal institutional investor bodies... UK Corporate Governance Code (UKCG Code) The remuneration committee should include a minimum of three independent non-executive directors, or two for smaller companies (those outside the FTSE 350)... The company chair may sit on the committee but must not chair it, provided he or she was judged independent at the time of appointment as chair... Before taking up the role of remuneration committee chair, the individual should have served on a remuneration committee for at least 12 months... References: 2018 UKCG Code, Provision 32; 2024 UKCG Code, Provision 32... Institutional Shareholder Services Inc (ISS) For FTSE 350 companies, the remuneration committee should comprise at least three non-executive directors, with all members being independent... The company chair may join the committee but must not chair it, if he or she...
20 May
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CHECKLISTS
Nomination Committee Composition for Quoted and AIM Companies: UK Corporate Governance Code and Investor Guidelines (2024–2025)
This Checklist summarises the UK Corporate Governance Code requirements relating to the composition of the nomination committee of quoted companies together with best practice guidelines of major institutional investor representative bodies UK Corporate Governance Code (UKCG Code) Most members of the nomination committee should be independent non-executive directors. The company chair should not preside over the nomination committee when it is considering the appointment of their successor. Reference: 2018 UKCG Code, Provision 17; 2024 UKCG Code, Provision 17 Institutional Shareholder Services Inc (ISS) A majority of the nomination committee should comprise independent non-executive directors. No fewer than half of the committee’s members should be independent. For AIM-listed companies, and other quoted companies outside the FTSE 350, FTSE SmallCap and FTSE Fledgling indices, at least half of the nomination committee should be independent. Source: UKCG Code; ISS...
20 May
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