March 15, 2022

CII Updates Recommended Corporate Governance Policies

Last week, the Council of Institutional Investors announced that it had approved revisions to CII’s recommended Corporate Governance Policies on shareowner meetings and poison pills.

The updated policy on shareowner meetings expresses a preference for in-person meetings but gives companies flexibility to choose the format that best reflects their shareowner base and current circumstances. The policy also encourages companies to disclose the circumstances under which virtual-only meetings would be held. It also recommends giving shareholders who are participating electronically rights and opportunities comparable to those participating in person. The revised policy on poison pills asks companies to hold a shareowner vote on a poison pill no later than a year after the pill’s adoption by the board. It also asks companies to refrain from adopting pills that contain certain provisions, such as extremely low triggers.

– Dave Lynn