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Proxy statements describe matters up for shareholder vote, and include management and executive compensation information if the shareholders are voting for the election of directors.
The proxy statement provides details about management, their experience, and qualifications. The document also provides important information on their compensation, and whether their compensation structure is aligned with shareholder interests.
A proxy statement generally includes the names and short biographies of individuals on a company's board of directors, including those who are running for reelection and new candidates chosen by the board's nominating committee.
For example, if a member will be absent from a company meeting, they have the right to appoint another person (a non-member of the company) to attend the meeting and vote in their stead. This person is therefore called a Proxy.
Proxy statements must offer insights into board and company performance, including: The salaries of the company's five highest-paid executives (including bonuses and equity) and the appropriate benchmark in chart form. Executive performance and the performance of executives of similar companies.