Before
Proxy Advisory Firm Peer Group:
• Consists of 24 institutions developed based on a “one-size fits all” model using asset size and then within Global Industry Compliance Services code
• Is not a peer group that is comprised of companies with which we compete for executive talent
• We do not compete with widget manufacturers in Hawaii, Oregon, California, Texas, Louisiana, Mississippi, Connecticut, or New Jersey (which are in the advisor’s peer group)
• End result is a peer group containing many institutions that are not suitable for comparison with ABC Corp. for making performance and pay decisions
Before, with commentary
Proxy Advisory Firm [Anyone who reads your supplemental proxy materials will know whose report you are responding to, or will want to know.] Peer Group:
• Consists of 24 institutions developed based on a “one-size fits all” model using asset size and then within Global Industry Compliance Services code [this is an awkward and grammatically incorrect explanation]
• Is not a peer group that is comprised of [“comprised of” is always wrong; see this tip] companies with which we compete for executive talent
• We do not compete with [all bullets should start the same way—in this case, with verbs, like the first two bullets] widget manufacturers in Hawaii, Oregon, California, Texas, Louisiana, Mississippi, Connecticut, or New Jersey (which are in the advisor’s peer group)
• End result is a peer group containing many institutions that are not suitable for comparison with ABC Corp. for making performance and pay decisions [The first three bullets are the evidence. This is the conclusion, which should be a standalone sentence.]
After
The Institutional Shareholder Services peer group for ABC Corp. is poorly conceived. Generally speaking, ISS creates a peer group by identifying companies in the same industry with comparable revenues or assets and market value, without reference to geographic location. In this instance, the resulting peer group has two significant flaws:
• We do not compete for executive talent with many of the supposed peer companies; and
• We do not compete for business with many of the supposed peer companies.
Due to these deficiencies, it would not be appropriate for ABC Corp. to compare our performance and pay to the performance and pay at many of the “peer companies” identified by ISS.