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Wednesday, July 19, 2006

Investor Engagement on the Rise in Europe
Submitted by: Natalie De Filette, ISS Europe Research Manager

Shareholders are filing a growing number of resolutions at continental European companies, according to an analysis of ISS proxy data.

ISS has tracked a total of 299 shareholder proposals filed at continental European firms through June 30, which traditionally marks the end of the European proxy season. The figure represents a 25 percent increase over the number of proposals tracked during the same period last year. For the entire year, ISS is projecting that the total number of shareholder resolutions will significantly exceed the 384 investor resolutions filed in calendar year 2005.

Of the shareholder proposals filed thus far, a majority--57 percent--were board related, such as proposing shareholder nominees to the board (46 percent of all shareholder resolutions), attempting to remove an existing director (3 percent), requiring a majority of independent directors on the board (1 percent) or introducing an age limit for board members (1 percent).

Non-board related shareholder resolutions covered miscellaneous topics, such as environmental and social considerations (3 percent of resolutions). Proposals related to these issues--addressing environmental, human rights, or labor concerns, for example--were added primarily to the agendas of Scandinavian companies, reflecting an interest in environmental, social, and governance matters on the part of some investors in Sweden, Finland, Norway and Denmark.

By market, the most significant increases were in the Netherlands, where ISS tracked 10 shareholder resolutions, compared with none last year. The majority of those proposals were put forward by foreign investors, thus illustrating the growing internationalization of the market's corporate shareholder base, as well as the introduction of U.S.-style shareholder engagement.

Significant increases in the volume of proposals also occurred at Nordic countries, with 32 shareholder proposals so far in Sweden (versus 21 over the same six-month period last year); 16 shareholder proposals in Denmark (compared with one during the first half of last year); and 15 in Norway (compared with seven during the same period last year).

In all other continental European markets, the number of shareholder resolutions remained similar to last year.

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