In Focus

CII Applauds CommonSense Principles 2.0

CII welcomed CommonSense Principles 2.0, a set of corporate governance principles unveiled October 18 by a group of business and investment leaders. The principles are an updated version of a code developed in 2016 by JPMorgan Chase Chairman and CEO Jamie Dimon and other business leaders. “We see significant improvement in CommonSense 2.0,” CII Executive Director Ken Bertsch said. As examples, he cited the inclusion of a firm statement of the right of shareholders to elect directors who they believe are best suited to represent shareholder interests, stronger language on a majority vote standard for director elections and a statement on asset manager responsibility to use proxy advisor research appropriately.

ISS, CII Launch Website Against Chokehold Regulation for Proxy Advisors

Institutional Shareholder Services (ISS) and CII today launched an educational website opposing proposed federal legislation H.R. 4015 that would undermine the independence and business of proxy advisory firms that provide reports to institutional investors on matters that are to be voted on at public company annual meetings. The website,, explains that H.R. 4015 would give companies the right to review proxy advisors’ research reports before they go to investor clients, giving investors less time to review them and potentially skewing the reports in favor of management. “While proponents of H.R. 4015 have created the illusion of problems in proxy advising that need fixing by Congress, what they really seek to do is minimize the voice of shareholders and investors on matters like CEO pay,” said CII Executive Director Ken Bertsch. See Bertsch’s interview on CNBC here. Additional CNBC discussion, including commentary from Mike Mayo of Wells Fargo Securities, is here.


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CII Priorities

Fair Financial RulesSensible, effective rules safeguard investors and strengthen markets.

Dual-Class StockEach share of a public company's common stock should have one vote.

Majority Voting for DirectorsIn uncontested elections, directors should be elected by majority vote.

Universal ProxyIn contests, investors should be free to vote for the nominees they prefer.

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