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Vanguard (and other large fund companies) often uses ISS (Institutional Shareholder Services) for advice on how to vote their shares. ISS has some standing "policies" if you will about director and executive compensation and other matters that do matter to fund shareholders.

Vanguard does not obligate themselves to follow ISS recommendations, but on the whole ISS advice/recommendations are/try to be pro-shareholder.

Leaving voting only to active shareholders doesn't seem to improve shareholder representation, IMO. I'm happier to have Vanguard vote my shares than to abstain as abstaining provides an excess of power to the inside shareholders and company execs.



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