How Real Estate Companies
Compare to Corporate America CGQ Rating Criteria |
Real Estate Companies |
Corporate America |
Difference |
| Options grant burn rate is less than 1 percent of shares outstanding |
63.6% |
23.6% |
40.0% |
| Company expenses options |
41.0% |
9.2% |
31.8% |
| Shareholders may call special meetings |
75.1% |
44.0% |
31.1% |
| Governance guidelines are publicly disclosed |
77.0% |
48.6% |
28.4% |
| Outside directors meet without the CEO |
77.9% |
52.3% |
25.6% |
| Policy disclosed regarding auditor rotation |
66.4% |
43.6% |
22.8% |
| Performance of the board is reviewed regularly |
77.4% |
58.9% |
18.5% |
| Governance committee exists |
81.1% |
64.6% |
16.5% |
| Board controlled by a majority of between 50 percent and 67 percent independent outsiders |
55.8% |
41.6% |
14.2% |
| Nominating committee comprised solely of independent outside directors |
73.3% |
60.8% |
12.5% |
| Company does not have a poison pill |
76.0% |
63.9% |
12.1% |
| Shareholders may act by written consent |
67.3% |
56.0% |
11.3% |
| Officers + directors ownership as % of shares outstanding is > = 1% and < = 5% |
30.0% |
20.6% |
9.4% |
| All stock-incentive plans adopted with shareholder approval |
92.6% |
83.4% |
9.2% |
| Shareholders vote on directors selected to fill vacancies |
60.4% |
52.6% |
7.8% |
| Majority vote requirement to approve mergers |
68.7% |
63.0% |
5.7% |
| Fees paid to auditors are strictly audit fees |
26.3% |
20.8% |
5.5% |
| Compensation committee comprised solely of independent outside directors |
79.3% |
74.2% |
5.1% |
| The last time shareholders voted on an option plan, ISS deemed the cost reasonable |
61.8% |
56.9% |
4.9% |
| Directors are subject to stock ownership requirements |
18.0% |
14.1% |
3.9% |
| Audit committee comprised solely of independent outside directors |
88.5% |
85.1% |
3.4% |
| There is a policy on outside directorships (4 or fewer boards is the limit) |
11.1% |
8.7% |
2.4% |
| Chairman and CEO are separated |
49.8% |
48.0% |
1.8% |
| Annually elected board |
48.4% |
47.1% |
1.3% |
| CEO serves on the boards of two or fewer public companies |
99.1% |
98.3% |
0.8% |
| Board cannot amend bylaws without shareholder approval or can only do so under limited circumstances |
2.8% |
2.2% |
0.6% |
| Board controlled by a supermajority of between 67 percent and 75 percent independent outsiders |
10.6% |
10.4% |
0.2% |
| A majority of directors have participated in a director education program. |
1.8% |
1.8% |
0.0% |
| No former CEO on the board |
78.3% |
78.6% |
-0.3% |
| Full board has participated in a director education program. |
0.0% |
0.4% |
-0.4% |
| One or more director (but less than a majority of the board) has participated in an ISS accredited director education program |
17.5% |
18.1% |
-0.6% |
| Executives are subject to stock ownership guidelines |
11.5% |
12.2% |
-0.7% |
| Board controlled by a supermajority of over 90 percent independent outsiders |
2.3% |
3.4% |
-1.1% |
| Dual class capital structure with unequal voting rights |
4.6% |
5.8% |
-1.2% |
| Non-audit fees exceed audit fees |
0.9% |
2.3% |
-1.4% |
| Auditors ratified at most recent annual meeting |
63.1% |
64.7% |
-1.6% |
| All directors with more than one year of service own stock |
85.7% |
87.3% |
-1.6% |
| Shareholders have cumulative voting rights |
6.0% |
7.8% |
-1.8% |
| Directors receive all or a portion of their fees in stock |
82.5% |
84.4% |
-1.9% |
| Non-audit fees are less than audit fees |
72.8% |
76.8% |
-4.0% |
| Officers + directors ownership as % of shares outstanding is < 5% and >= 30% |
47.5% |
51.7% |
-4.2% |
| Board controlled by a majority of insiders and affiliated outsiders |
7.8% |
12.1% |
-4.3% |
| Officers + directors ownership as % of shares outstanding is > 1% or < 30% |
22.6% |
27.6% |
-5.0% |
| Majority vote requirement to amend charter/bylaws |
37.8% |
44.4% |
-6.6% |
| Board controlled by a supermajority of between 75 percent and 90 percent independent outsiders |
23.5% |
32.4% |
-8.9% |
| Options grant burn rate is between 1 percent and 3 percent of shares outstanding |
24.9% |
37.0% |
-12.1% |
| The last time shareholders voted on an option plan, ISS deemed the cost excessive |
9.2% |
24.8% |
-15.6% |
| Options grant burn rate exceeds 3 percent of shares outstanding |
11.5% |
39.4% |
-27.9% |
| Source: Institutional Shareholder Services. Data as of May 1, 2005. |