This article outlines what Proxy Advisors do, why their reports require active management, and how Equiniti’s Proxy Team supports issuers in achieving successful outcomes.
What Do Proxy Advisors Do?
Proxy advisors provide institutional investors with research, data analysis, and voting recommendations on management and shareholder resolutions.
Their analysis covers a broad range of corporate matters, including:
- Executive Remuneration
- Mergers & Acquisitions
- ESG Considerations
- Board Composition And Diversity
- Share Capital Authorities
Given the volume and complexity of disclosures they assess under tight deadlines, their outputs are highly influential, but not immune to data gaps or misinterpretation.
The four main proxy advisory firms in the UK are:
- Institutional Shareholder Services (ISS)
- Glass Lewis (GL)
- Institutional Voting Information Service (IVIS)
- Pensions & Investment Research Consultants (PIRC)
Why Accuracy Matters
For issuers, success is not solely defined by securing a supportive recommendation. It is equally important that their position is accurately reflected in proxy advisor analysis.
Investors frequently rely on these reports as a primary input into voting decisions. Where data is incorrect or context is missing, this can directly impact outcomes.
Ensuring accuracy therefore protects both:
- The integrity of publicly disclosed information
- The quality of investor decision-making
How EQ Proxy Supports Issuers
Equiniti’s Proxy team acts as a strategic partner throughout the proxy season, providing a focused proxy report review and rebuttal service.
Our support is centred on three key areas:
- Data Accuracy: We undertake detailed reviews of proxy advisor reports to identify factual inaccuracies, inconsistencies, or omissions.
- Policy Application: We assess how proxy advisor policies have been applied, highlighting areas where interpretation may be misaligned or overly rigid.
- Rebuttal Strategy: Where appropriate, we develop clear, evidence-based rebuttals to ensure the issuer’s position is fully and fairly represented.
In addition, we analyse share registers to understand proxy advisor influence across the investor base. This insight informs vote projections and supports targeted engagement strategies, particularly for contentious resolutions.
What Does Success Look Like?
Success from an issuer perspective can vary depending on the issuer but can be achieved in receiving supportive proxy advisor recommendations, securing sufficient shareholder support to pass resolutions, or ensuring the issuer’s position is accurately represented in both data and narrative.
What Levels of Success Have EQ Delivered?
Our team do not shy away from putting forward well-reasoned arguments where proxy advisors have discounted pertinent publicly disclosed information or where there are inconsistencies in policy application.
Analysing our success over the period 2021 to 2025, as shown in the infographic, demonstrates the outcomes achieved. This includes overturning ‘AGAINST’ and ‘ABSTAIN’ recommendations to ‘FOR’ across the main proxy advisors and converting Red Top / Amber Top to Blue Top outcomes in IVIS reports.
For 2025, this success spans a broad range of resolution types, including:
- Remuneration-related resolutions
- Annual reports
- Rule 9 waivers
- Share capital authorities
- Board-related resolutions
Why This Matters
Proxy Advisor recommendations can have a direct and measurable impact on voting outcomes and there is a significant proportion of investors who will automatically vote in line with these recommendations.
While issuers typically engage with key shareholders ahead of meetings, rebuttals are often the only opportunity to influence those investors who rely solely on proxy advisor guidance.
Conclusion
From our experience, effective rebuttals are underpinned by two key principles:
- Planning ahead
- Owning the narrative
We recognise that, particularly for lean teams, reviewing reports and preparing rebuttals during AGM season can be challenging alongside competing priorities. However, given the influence of proxy advisors, this remains a critical component of the process.
Equiniti’s Proxy team supports issuers by providing the expertise and resource required to ensure data is accurate, messaging is clear, and outcomes are optimised.
For further information, please see the EQ Advisory Proxy Solicitation Services website.