Institutional Shareholder Services
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Institutional Shareholder Services Inc. (ISS) is an American proxy advisory firm. Hedge funds,
mutual fund A mutual fund is an investment fund that pools money from many investors to purchase Security (finance), securities. The term is typically used in the United States, Canada, and India, while similar structures across the globe include the SICAV in ...
s and similar organizations that own shares of multiple companies pay ISS to advise (and often vote their shares) regarding share holder votes. As the leading firm in the industry, ISS commands a 48 percent market share as of 2021, with its nearest rival, Glass Lewis, holding a 42 percent market share. In response to ISS's recommendations to vote against fee-shifting provisions in the event of securities fraud litigation, some have criticized ISS and suggested that it needs to be regulated.


History

ISS was founded in 1985. With
Disney The Walt Disney Company, commonly referred to as simply Disney, is an American multinational mass media and entertainment industry, entertainment conglomerate (company), conglomerate headquartered at the Walt Disney Studios (Burbank), Walt Di ...
announcing the combination of the CEO and chairman positions on October 6, 2011, past the date of shareholder proposal deadline, and increase CEO/chair pay, ISS called for a no vote against the four Nominating and Governance Committee board members at the 2012 annual meeting. ISS recommended to clients two candidates nominated by billionaire investor
Carl Icahn Carl Celian Icahn (; born February 16, 1936) is an American businessman and investor. He is the founder and controlling shareholder of Icahn Enterprises, a public company and diversified conglomerate holding company based in Sunny Isles Beach, ...
to the drugmaker Forest Laboratories’ board of directors in a 2012 proxy contest. In 2013, ISS agreed to pay the SEC a fine of $300,000 and retain an independent compliance consultant to settle charges that it failed to safeguard the confidential proxy voting information of clients. ISS was highlighted in a 2014 opinion piece in the
New York Times ''The New York Times'' (''NYT'') is an American daily newspaper based in New York City. ''The New York Times'' covers domestic, national, and international news, and publishes opinion pieces, investigative reports, and reviews. As one of ...
by Cornell University law professor Lynn Stout as having an outsized power in the selection of CEOs of major corporations in the United States with ramifications for the U.S. economy. It was owned by
MSCI MSCI Inc. (formerly Morgan Stanley Capital International) is an American finance company headquartered in New York City. MSCI is a global provider of equity, fixed income, real estate indices, multi-asset portfolio analysis tools, ESG and ...
until April 30, 2014 when it was purchased by
Vestar Capital Partners Vestar Capital Partners is an American private equity firm focusing on leveraged buyout transactions in middle-market companies in the United States. The firm, which was founded in 1988, is headquartered in New York City with offices in Boston, Ma ...
. Ethix SRI Advisors was purchased by ISS to help ISS expand into Europe. Ethix was renamed with the acquisition to ISS-Ethix and would lead ISS's sustainable and responsible investment activities. In 2017, ownership of ISS switched to
Genstar Capital Genstar Capital is a private equity firm that executes leveraged buyout transactions in middle-market companies based in North America. Founded in 1988, Genstar currently has approximately $33 billion in assets under management. Based in San ...
. In March 2018, ISS also acquired the German ESG rating agency oekom research AG. In November 2020,
Deutsche Börse Deutsche Börse AG (), or the Deutsche Börse Group, is a German multinational corporation that offers a marketplace for organizing the trading of shares and other securities. It is also a transaction services provider, giving companies and inv ...
announced the acquisition of a majority in ISS-shares for about 1.5 billion
Euro The euro (currency symbol, symbol: euro sign, €; ISO 4217, currency code: EUR) is the official currency of 20 of the Member state of the European Union, member states of the European Union. This group of states is officially known as the ...
.


Acquisitions

In September 2015, ISS acquired Ethix SRI Advisors, a provider of sustainable and responsible investment (SRI) research and solutions such as corporate engagement, screening, monitoring and assessing companies’ performance. In January 2017, ISS acquired IW Financial, a U.S.-based firm offering environmental, social, and governance (ESG) research, consulting, and portfolio management solutions. In June 2017, ISS acquired Climate Neutral Investments (CNI), the Investment Climate Data division of the South Pole Group. In February 2018, ISS acquired EVA Dimensions, a provider of cash-flow-based analysis of corporate performance. In March 2018, ISS acquired oekom AG, a provider of environmental, social, and governance (ESG) ratings and data. In February 2019, ISS acquired CAER, a Canberra-based research company that has worked with institutional investors seeking to monitor portfolio companies’ ESG policies, practices, and disclosures since 2000. In October 2020, ISS acquired FICO Cyber Risk Score Business, which helps organizations in their efforts to measure, manage and reduce cyber risk. In February 2021, ISS acquired ACRe Data, a provider of ESG Scoring for the U.S. Municipal marketplace.


Notes

{{Authority control Institutional investors Proxy firms Financial services companies established in 1985 Financial services companies of the United States 1985 establishments in Maryland Privately held companies based in Maryland