Institutional Shareholder Services (ISS) announced today that it has extended the deadline for companies to review their updated GRId 2.0 data and submit corrections before GRId 2.0 is implemented. The deadline was previously Thursday February 23, 2012, at 8pm Eastern Time. The updated deadline is now Monday, February 27, 2012, at 8pm Eastern Time. ISS has also announced that the updated GRId scores will now be released on Monday, March 5, 2012, instead of the previously announced date of February 27, 2012.
Companies also should be aware of several issues in updating their GRId data:
- Be prepared to submit data corrections if your company has a lead independent director that meets the specified ISS criteria, but your GRId 2.0 data does not reflect this. We understand there have been multiple instances in which this data has been incorrectly reported under GRId 2.0.
- In addition, ISS confirmed to us that technical errors have resulted in GRId reporting a blank response to the question regarding independent audit committee members (B2.3.1 in the GRId 2.0 Technical Manual), and an answer of 999.99 for the question concerning the non-change-in-control CEO severance amount (C7.12 in the GRId 2.0 Technical Manual). While we understand from ISS that these technical errors have been resolved, it is unclear when the corrected data will be available for verification.
- ISS has confirmed that in calculating the response to question C7.12, regarding the non-change-in-control CEO severance amount, ISS includes compensation reported in the Summary Compensation Table under “Salary,” “Bonus” and “Non-Equity Incentive Plan Compensation” when calculating the percentage of the CEO’s average salary and bonus over the last three years.
- There have been reports of technical difficulties when uploading corrections on the data verification site. It appears that some user sessions may be prematurely timing out prior to saving the corrections submitted. Companies should take appropriate precautions when submitting GRId data corrections.