December 2025 – For years, proxy advisors Institutional Shareholder Services (“ISS”) and Glass Lewis & Co. (“Glass Lewis”) have shaped voting behaviour at annual general meetings (“AGMs”) of publicly listed companies, including in Austria, through their uniform “benchmark” voting recommendations. This approach, it appears, will soon be history.
What’s new
- Beginning in 2027, Glass Lewis will discontinue its long-standing practice of issuing single, default “benchmark” voting recommendations and instead collaborate with institutional clients to create fully customised voting policies supported by company-specific research reports ahead of AGMs. Glass Lewis aims to have all clients transitioned to their own policies by 2028.
- Rival ISS is taking a similar path, introducing modular governance research tools that allow clients to align their voting behaviour with individual stewardship priorities.
Why it’s changing
- The shift reflects the diversification of investor stewardship philosophies—a single benchmark no longer fits all. Large asset managers such as BlackRock are also promoting “investor choice” voting programs, enabling their clients to select from multiple policy options.
- The change is also said to mirror growing differences between U.S. and European investors regarding fiduciary duties and sustainability, alongside political pressure in the U.S. Both Glass Lewis and ISS have recently faced “anti-ESG” investigations and lawsuits from Republican-led states, including Texas.
Why it matters for issuers
While many issuers may welcome a more tailored and investor-specific dialogue, the proxy voting landscape will become increasingly frag mented. As a result, companies could face greater unpredictability in key shareholder votes.
What’s next
Listed companies, including those in Austria, should prepare for less predictable AGM outcomes by:
- Tracking evolving proxy advisor practices;
- Analysing and engaging with shareholder voting approaches;
- Equipping their boards for more dynamic and active investor dialogue; and
- Reviewing potential exposure to shareholder activism in coordination with legal counsel.