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Environmental Social & Governance (ESG) Proxy Advisors

Fenwick & West LLP

ISS Files Suit Against Texas SB 2337

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Glass, Lewis & Co. (Glass Lewis) filed a complaint in the U.S. District Court for the Western District of Texas on July 24, 2025, seeking to end SB 2337, which was recently signed into law in June and will become effective...more

Vinson & Elkins LLP

Texas Hold ‘Em: New Law Requires Proxy Advisors to Show Their Cards if “Nonpecuniary” Factors Guide Voting Recommendations -...

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On June 20, 2025, Texas Governor Greg Abbott signed Senate Bill 2337 (“SB 2337”), a novel regulation that will require significant disclosure obligations for proxy advisors, such as ISS and Glass Lewis, for their voting...more

Mintz

Missouri AG Launches Investigation of Proxy Advisory Firms Related to Alleged ESG-Focused Recommendations

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The Missouri Attorney-General, Republican Andrew Bailey, recently announced an investigation into the two principal proxy advisory firms for potential violations of Missouri law “related to their promotion of radical...more

Cozen O'Connor

Missouri AG Investigates Proxy Advisors Over ESG and DEI Practices

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Missouri AG Andrew Bailey announced that his office is investigating and has filed parallel lawsuits against Glass, Lewis & Co. (“Glass Lewis”) and Institutional Shareholder Services (“ISS”), two major corporate proxy...more

Paul Hastings LLP

Regulating Proxy Advisors: Court Rules Advice Is Not a ‘Solicitation’ and Texas Enacts Its Own Law

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On July 1, 2025, the U.S. Court of Appeals for the District of Columbia Circuit ended more than five years of uncertainty and confusion by ruling that proxy voting advice issued by proxy advisors is not a “solicitation” under...more

Vinson & Elkins LLP

Texas Hold ‘Em: New Law Requires Proxy Advisors to Show Their Cards if “Nonpecuniary” Factors Guide Voting Recommendations

Vinson & Elkins LLP on

On June 20, 2025, Texas Governor Greg Abbott signed Senate Bill 2337 (“SB 2337”), a novel regulation that will require significant disclosure obligations for proxy advisors, such as ISS and Glass Lewis, for their voting...more

Jones Day

Texas Enacts New Law to Regulate Proxy Advisory Firms

Jones Day on

On June 20, 2025, Texas Governor Greg Abbott signed Senate Bill 2337 ("SB 2337") to impose first-of-its-kind regulation and significant disclosure obligations on proxy advisors, such as ISS and Glass Lewis. SB 2337 aims to...more

Bracewell LLP

Texas Targets Proxy Advice Based on Nonfinancial Factors With SB 2337

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On June 20, 2025, Texas Governor Greg Abbott signed into law Senate Bill 2337 (SB 2337), which imposes new regulations on proxy advisory firms — such as ISS and Glass Lewis — when providing voting recommendations and other...more

Cozen O'Connor

Florida Investigates Proxy Advisors Over DEI and ESG Investing Policies

Cozen O'Connor on

Florida AG James Uthmeier announced an investigation into whether proxy advising companies Glass Lewis & Co. and Institutional Shareholder Services Inc. may have misrepresented their diversity, equity, and inclusion (DEI) and...more

Wilson Sonsini Goodrich & Rosati

[Webinar] A Shift in ESG: Navigating Environmental and Social Issues Under the New Administration - A Three-Part Series - March...

Under the new administration, several shifts in E&S have impacted public companies across a number of different practice areas. In light of these developments, companies are taking a wide array of approaches to disclosure,...more

Cooley LLP

Glass Lewis Addresses Board Diversity With “For Your Attention” Flag

Cooley LLP on

This Cooley Alert that I blogged about earlier today – penned by Brad Goldberg, Beth Sasfai, Luci Altman, and Michael Mencher – has been updated for this development...more

Wilson Sonsini Goodrich & Rosati

ISS and Glass Lewis: Board Diversity Voting Policies

On February 11, 2025, Institutional Shareholder Services (ISS) announced a change to its voting policy with respect to board diversity. ISS will no longer consider the gender and racial and/or ethnic diversity of U.S. company...more

Vinson & Elkins LLP

Executive Compensation Under the New Administration

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President-elect Donald Trump’s impending return to power on January 20, 2025, has created uncertainty and challenges for proxy advisory firms, such as ISS and Glass Lewis, which provide voting recommendations to investors on...more

Cozen O'Connor

Republican AGs Question Proxy Advisors on ESG and Debanking Positions

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A group of 23 Republican AGs wrote a letter to proxy advisory firms International Shareholder Services, Inc. (ISS) and Glass, Lewis & Co. (Glass Lewis) warning the companies to cease prioritizing ESG initiatives in a manner...more

Latham & Watkins LLP

Transparency Is Key for PE Amid Greenbashing Risk

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As ESG statements fall under increasing scrutiny, sponsors should aim for consistent and accurate messaging, as well as robust ESG strategies. Regulatory drivers and stakeholder demands have put environmental, social,...more

BCLP

Crisis of Trust: Corporate Governance Update 2023

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Following a series of accounting and audit scandals in recent years and what has been described as a “crisis of trust”, the UK Government, regulatory bodies, and institutional investor groups have set out to reform the UK’s...more

Cooley LLP

Hey, it’s “ESG month”—House ESG Working Group takes on shareholder proposal process

Cooley LLP on

“ESG month” may not be exactly what you think. It’s the moniker, according to Politico, ascribed to the plan of the House Financial Services Committee, reflected in this interim report from its ESG Working Group, “to spend...more

BCLP

Corporate Briefing - July 2023

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Welcome to the Corporate Briefing, where we review the latest developments in UK corporate law that you need to know about. In this month’s issue, we discuss...more

BCLP

FRC research on the influence of proxy advisors and ESG rating agencies

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The FRC has published research on the influence of proxy advisors and ESG rating agencies on the actions and reporting of FTSE 350 companies and investor voting. This makes interesting reading and highlights...more

Troutman Pepper Locke

Utah AG Leads Republican States’ Challenge to Proxy Firms’ ESG Practices

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On January 17, Utah Attorney General Sean Reyes (R), on behalf of a 21-state coalition, sent a letter to the CEOs of the two largest proxy advisory firms, Institutional Shareholder Services (ISS) and Glass, Lewis & Company....more

Cozen O'Connor

AG Coalition Accuses Proxy Advisors of Prioritizing Environment, Diversity over Financial Gain for Clients

Cozen O'Connor on

A group of 22 AGs wrote a letter to proxy advisory firms International Shareholder Services, Inc. (ISS) and Glass, Lewis & Co. accusing the companies of potentially violating federal and state laws regarding the advice and...more

Fenwick & West LLP

Proxy Advisors Update Voting Guidelines for 2023 Focusing on Board Diversity, Officer Exculpation and ESG Oversight

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Institutional Shareholder Services (ISS) and Glass Lewis, the leading proxy advisors in the United States, have announced updates and clarifications for their voting guidelines for the 2023 proxy season. Their voting...more

Skadden, Arps, Slate, Meagher & Flom LLP

Annual Meeting Filing and Disclosure Reminders

As companies finalize materials for annual shareholder meetings, we recommend consideration of the following key requirements and disclosures: SEC proxy filing requirements; website and submission requirements; proxy...more

Fenwick & West LLP

ESG in Silicon Valley: A Look at the ESG Disclosure Practices of the SV 150 - March 2022

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Throughout the last few years, investors, proxy advisors, governance professionals and a number of stakeholders have expressed a keen interest in how companies are managing their environmental, social and governance (ESG)...more

Fenwick & West LLP

Proxy Advisors Update Voting Guidelines for 2022 Focusing on Board Diversity, Climate and ESG Oversight

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Institutional Shareholder Services (ISS) and Glass Lewis, the leading proxy advisors in the United States, have announced updates and clarifications for their voting guidelines for the 2022 proxy season. Their voting...more

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