Proxy Voting

Companies hold shareholder meetings to vote on matters such as electing directors, approving executive pay, appointing auditors and approving major transactions. Most shareholders do not attend, so they vote by proxy, usually online, by post or through their broker.

Before the meeting, companies send shareholders a proxy statement explaining the items to be voted on and the board's recommendations.

For example, an investor holding shares through a broker might receive an online notice and vote for or against each director and proposal on the company's agenda.

Institutional investors, such as pension funds and asset managers, cast a large share of votes and often have voting policies. Many rely on proxy advisory firms for research and recommendations. Proxy voting is an important part of corporate governance, allowing shareholders to hold boards to account. A proxy fight occurs when a shareholder group campaigns to persuade other shareholders to vote against management, often to replace directors.