In a letter to shareholders on Tuesday, News Corp pointed to its strong performance despite the difficult global economy. Revenue rose 2 percent to $33.4 billion in the year ended on June 30, while operating profit increased 23 percent to $4.85 billion.
ISS, which advises large institutional investors on proxy voting, had criticized the board's lack of independence and poor stewardship even as News Corp reeled from the fallout of a phone hacking scandal at its London-based News of the World tabloid.
News Corp hit back against the criticism. ISS' disproportionate focus on the News of the World matter is misguided, the company said, but acknowledged the scandal could affect the wider business' operations.
ISS had called for shareholders to vote News Corp Chief Executive Officer Rupert Murdoch, his two sons James and Lachlan, and 10 other directors off the board in the October 21 election.
The proxy advisory firm was also critical of the compensation package for Rupert Murdoch even as the phone hacking scandal threatened to destabilize the business.
News Corp told shareholders its CEO's compensation reflected the performance of the company during a successful period.
(Reporting by Yinka Adegoke; Editing by Lisa Von Ahn)