Each year the criteria evolve and address more issues as the needs of the investor community grow, but the mission of these awards remains the same: Transparency creates confidence and therefore value for companies and their stakeholders.
The Transparency Awards are organized by Labrador, a regulated communication consultancy firm.
The complete list of transparency criteria
Proxy Statement
01 | The document is available in print PDF format
02 | The document is available in an interactive format on the Investor Relations web page
03 | The print version of the document uses a two-column page layout
04 | The SEC EDGAR version of the document uses a one-column page layout
05 | The top of each page in the print version indicates the relevant section and subsection
06 | Every page footer includes the company name, document title, and year
07 | The document includes a secondary color
08 | The second page of the document is either the table of contents, company overview, or values statement
09 | Voting and general information is presented at the back of the proxy
10 | There is a proxy summary containing compensation and governance highlights
11 | The proxy summary includes a table summarizing the proposals and the board’s recommendation for each one
12 | The CD&A starts with a dedicated table of contents
13 | At a minimum, the CD&A Executive Summary includes a table of the NEOs and provides business highlights
14 | The proxy summary includes a strategy or company overview
15 | A shareholder engagement graphic appears somewhere in the document
16 | The document includes a summary of key governance practices and policies (what we do / don’t do, or list)
17 | The company provides a QR code to access voting options and information about the annual meeting
18 | The company explains how shareholders can submit questions for the annual meeting
19 | The cover includes the time and date of the annual meeting
20 | The Notice of annual meeting includes voting icons (mail, phone, internet)
21 | The letter from the Chairman or CEO (or combined role) includes company or governance highlights rather than just meeting information
22 | There is a letter from the entire Board of Directors
23 | At least 30% of the Board members are women
24 | Each director biography includes a photo
25 | Within each director biography, at least three items (such as tenure, age, and committee assignment(s)) are called out separately
26 | The company discusses its position on diversity beyond the board level (recruiting employees)
27 | The company discusses at what level its ESG initiatives are overseen (management, board, specific board committee)
28 | Committee descriptions include the aggregate meeting attendance rate
29 | The attendance rate disclosed for the entire board is precise rather than the minimum “more than 75%” requirement
30 | Each committee description includes a summary of the topics discussed during the year
31 | Key governance changes or the Board’s areas of focus are clearly outlined
32 | The board evaluation section discusses the results and, if warranted, the proposed enhancements or actions taken
33 | The document discusses the implementation or monitoring of (or responsibility for) a succession plan
34 | The document discusses director onboarding or continuing education
35 | The document includes a link directly to the code of conduct
36 | The company explains its approach to cybersecurity
37 | The letter from the Compensation Committee includes highlights about the compensation program
38 | The document includes a summary of key compensation practices and policies (what we do / what we don’t do, or list)
39 | The CD&A includes a discussion of each individual NEO’s role, performance, and total compensation
40 | The company discloses whether it has a clawback provision for executive compensation
41 | The document discusses human capital management in the ESG/CSR section
42 | Reference to a sustainability framework or the UN Sustainable Development Goals
43 | The company explains why each particular skill is relevant to the company
44 | The company discloses the criteria used to identify the companies in the peer group and shows how the company fits into the peer group with respect to those criteria
45 | The company mentions the prior years’ Say on Pay score within the CD&A
46 | The company uses diversity, environmental, or other ESG-focused metrics in the annual incentive program
47 | The company explains (i) whether it follows a “Rooney Rule,” (ii) whether the rule is a firm policy (in a committee charter or separate document adopted by the Board) or just a commitment, and (iii) which roles (Board, CEO, other executives) the rule applies to
48 | There is an individualized Board matrix that provides diversity information—either alone or combined with skills information
49 | The components of director compensation (including all retainers and equity awards) are disclosed in a table or other easily understood graphic
50 | The CD&A includes a table or other graphic showing the current payout percentages (based on performance to date) for outstanding equity awards
51 | At a minimum, the proxy includes a graphic summary of directors’ ages and tenures
52 | The document includes a director skills matrix
53 | The document includes a separate board committee matrix or discloses committee memberships within a board nominee table in the proxy summary
54 | The document includes a graphic showing the board evaluation process
55 | The document has a CSR or ESG section containing graphics or key figures that describe ESG highlights (diversity, gender parity, carbon emissions, etc.)
56 | Within the director compensation section, a graphic is included to show allocation of various direct compensation elements
57 | A section on business performance highlights (in the CD&A or the proxy summary) incorporates at least two graphics
58 | The CD&A contains at least three graphics depicting compensation of the NEOs
59 | A table or graphic is used to present the target and final results of the short-term incentive plan
60 | A table or graphic is used to present the final results of the long-term incentive plan for the performance that just ended
61 | The document includes a shareholder engagement section
62 | The document includes “human capital management” information
63 | Within the shareholder engagement section, the company includes who from the company participated and how many shareholders were contacted and topics discussed
64 | The document includes a graphic showing stock ownership by each Named Executive Officer compared to ownership guidelines, if any
65 | The distribution of specific risk oversight responsibilities among the Board, Board committees, and management is depicted in a graphic.
66 | There were at least 45 days between the filing and the annual meeting
Form 10-K
67 | The Investor Relations website offers an interactive version of the Annual Report
68 | There is a table of contents on page 2 with two levels (sections and subsections) of detail
69 | The document is available in PDF print format (not a PDF of the HTML)
70 | The top of each page in the print version indicates the relevant section and subsection
71 | Every page footer includes the company name, document title, and year
72 | The document uses a two-column page layout
73 | Item 1 – Business contains an overview of the company’s strategy
74 | The document contains a glossary of terms or key word index
75 | The document includes a secondary color
76 | Item 1 – Business contains a graphic to highlight the company strategy
77 | The tables throughout the MD&A have titles
78 | The Notes to Consolidated Financial Statements have a dedicated table of contents
79 | Within Item 1, the document provides a direct link to the website hosting all of the company’s SEC filings
80 | The “Risk Factors” section begins with a summary of major risks
81 | The “Risk Factors” section is broken into subsections by the type of risk
82 | The company identifies cybersecurity is a major risk
83 | The segments in the Business Overview are an exact match to the segments discussed in the MD&A
84 | The company identifies environmental issues as a risk
85 | Within the human capital management section there is a subsection on employee recruitment and training
86 | The company discloses global workforce statistics on gender
87 | The company discloses workforce statistics on race
88 | Within the human capital management section there is a subsection on employee health and safety
89 | Within the human capital management section there is a subsection on culture and engagement
90 | Within the human capital management section there is a subsection on diversity and inclusion
91 | The MD&A contains at least one graphic to highlight company performance
92 | The document follows a logical structure recommended by the SEC
93 | Each section of the report is labeled with the appropriate name from the regulations (i.e., “Risk Factors,” “Management Discussion and Analysis,” etc.)
94 | There were no more than 50 days between the filing and the fiscal year-end
Investor Relations Website
95 | The homepage of the corporate website includes “Investors” or “Investor Relations” with other prominent level one headings
96 | The Investor Relations search engine is quick and accurate
97 | The IR home page has a menu offering direct access to sub-sections
98 | There is a Sustainability or Corporate Responsibility section clearly identified and accessible from the IR homepage
99 | There is an “Annual Meeting” sub-section that includes access to the 10-K, Proxy Statement and a link to voting
100 | The “contact” page offers an option to send an email to investor relations or a specific contact in Investor Relations
101 | Readers can access the 10-K or Proxy from the IR home page in two (or fewer) clicks
102 | The IR site offers easy and public access to the annual meeting webcast or transcript
103 | The IR site offers an option to register for email alerts
104 | A search for “Company 2021 Annual Report” on any search engine will lead to the current Annual Report in the top five results
105 | A search for “Company 2022 Proxy Statement” on any search engine will lead to the current Proxy Statement in the top five results
106 | There is an “Annual Report and Proxy Statement” subsection that includes a link to PDF versions of the Annual Report or 10-K and Proxy Statement
107 | Readers can access the Proxy from the IR home page in two (or fewer) clicks
108 | The company website’s search engine provides easy access to information related to “ethics,” “strategy,” and “sustainability”
109 | Readers should be able to view the company’s latest earnings presentations
110 | Readers can access the Code of Ethics or Code of Business Conduct from the IR home page in two (or fewer) clicks
111 | The company’s website has a dedicated Ethics and Compliance tab
112 | Readers have access to the last five Annual Reports
113 | The company’s current bylaws are posted and easily accessed
114 | A subsection within the Investor page is called “SEC Filings”
115 | A subsection within the Investor home page is called “Corporate Governance” or “Governance”
116 | The home page of the IR site includes, at a minimum, “Events and Presentations,” “Stock Information,” and “contact or FAQ”
117 | There is a dedicated website or landing page for the Annual Meeting that includes all materials needed for the AGM
Code of conduct
118 | The document is available to the public on the company’s investor relations or corporate website
119 | The document is available in print PDF format
120 | The document is available in an interactive format, sending the reader to additional content such as a video or intranet for more information
121 | A search for “code of ethics or code of conduct Company name” in any search engine will lead to the most recent document in the top three results
122 | The document is titled either Code of Ethics or Code of (Business) Conduct
123 | The document uses personal pronouns (we, you) rather than titles (the Company, every employee)
124 | The document is translated into three or more languages, not including English
125 | If the document is translated, the translated documents are available on the same landing page as the English version on the corporate website
126 | The document includes a table of contents
127 | The document includes a graphic depicting the reporting procedure
128 | The document includes direct link(s) to other policy(ies)
129 | The company values are presented at the beginning of the document
130 | The document is dated and produced or updated within the last two years
131 | The Code includes a chapter or paragraph about code violations
132 | The section on reporting violations includes at least three ways (phone, email, physical address) to anonymously report a concern
133 | A letter from the CEO and/or the CCO introduces the Code
134 | The Code mentions a training program
135 | Comprehensiveness: at least seven themes included
136 | The company indicates the response time if an incident is reported to the hotline
137 | The company presents the governance structure of the ethics and compliance program
138 | The document says the company has a policy that prohibits retaliation against people who report concerns
139 | The letter mentions (i) the importance of ethics, compliance and integrity, (ii) following the code, and (iii) reporting a concern
140 | The document contains a minimum of three graphics or infographics
141 | The document includes a decision-making tree graphic
142 | The document includes at least three practical case studies or examples (Q&A)
143 | The table of contents is organized by stakeholder group (Employees, Customers & Suppliers, The Company, Community/Society)
144 | A list of the different code(s) or policy(ies) are available on the same landing page as the Code
145 | The document includes a section about the Code’s purpose and who it applies to
146 | The document refers to other policy(ies)
PLAIN LANGUAGE
1 | Average sentence length is 20 words or less
2 | 98% sentences or more in active form
3 | 98% sentences or more in affirmative form
4 | 20% or less complex sentences
5 | 15% or less sentences with parenthesis
6 | 7% or less adjectives
7 | 2% or less adverbs
8 | 0.5% or less Latin or foreign words
9 | 0.5% or less elaborate or old words
10 | No more than 80 words in paragraphs
11 | No more than 4 paragraphs on average between intermediate titles
12 | Max 20 words per sentence for bullet points