Brazil Proxy Guidelines: 2020 Updates

In its latest Proxy Update, Morrow Sodali reviews the changes to ISS’ and Glass Lewis' Proxy Voting Guidelines in Brazil for 2020.

ISS released its policy updates that will go into effect for meetings on or after February 1, 2020. In general, ISS’ policy guidelines updates consider relevant regulatory changes by the Brazilian Securities Regulator, internal reviews of emerging issues and notable trends in Brazil’s capital market, and information gathered throughout the year, such as studies, researches and ISS’ 2019 Global Policy Survey with feedback from investors and companies.

Glass Lewis’ policy guidelines take into account Brazil’s capital market law, regulations of the listing segments on B3 and CVM, IBGC´s recommendations and what they view as universal best corporate governance practices.
Overall, the scope of the update is fairly minor this year. Among the main changes, GL has updated its guidelines following the approval of CVM Instruction 614/2019 on September 3, 2019, where shareholders will no longer need to choose between supporting the minority candidates and the management/controlling shareholders’ proposed slate.