Exposing the Proxy Advisory Cartel: How ISS & Glass Lewis Influence Markets (EventID=118146)

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Connect with the House Financial Services Committee » Get the latest news: https://democrats-financialservices.house.gov/ » Follow us on Facebook: https://www.facebook.com/USHouseFSC » Follow us on Twitter: https://x.com/USHouseFSC » Follow us on Instagram: https://www.instagram.com/ushousefsc/ » Follow us on Bluesky: https://bsky.app/profile/ushousefsc.bsky.social ___________________________________ » Subscribe: https://www.youtube.com/@USHouseFSC?sub_confirmation=1 ___________________________________ On Tuesday, April 29, 2025, at 2:00 p.m. (ET) Subcommittee on Capital Markets Chair Wagner and Ranking Member Sherman will host a hearing entitled, “Exposing the Proxy Advisory Cartel: How ISS & Glass Lewis Influence Markets." ___________________________________ Witnesses for this one-panel hearing will be: • Mr. Charles Crain, Managing Vice President, Policy, National Association of Manufacturers • Ms. Elizabeth Ising, Partner, Gibson Dunn • Mr. Paul Rose, Dean, School of Law, Case Western Reserve • Mr. Paul Washington, President and CEO, Society for Corporate Governance • Ms. Nell Minow, Vice Chair, ValueEdge Advisors ___________________________________ This hearing will examine the role and influence of proxy advisory firms, with a focus on Institutional Shareholder Services (ISS) and Glass Lewis, in shaping corporate governance and shareholder voting outcomes. Attached Legislation: 1. H.R. ___, a bill to amend the Securities Exchange Act of 1934 to provide for the registration of proxy advisory firms (Steil): The discussion draft requires a proxy advisory firm to register with the SEC and prohibits an unregistered proxy advisory firm from using interstate commerce to provide proxy-voting advice, research, analysis, or recommendations to any client. 2. H.R. ___, a bill to amend the Securities Exchange Act of 1934 to provide for liability for certain failures to disclose material information or making material misstatements (Steil): The discussion draft specifies what is considered a false or misleading statement concerning a material fact for liability purposes in the context of the sale or purchase of securities. Particularly, the bill specifies that this liability extends to certain actions performed by a proxy voting advice business. 3. H.R.___, a bill to amend the Securities Exchange Act of 1934 to require certain disclosures by institutional investment managers in connection with proxy advisory firms (Loudermilk): The discussion draft requires certain institutional investment managers that use proxy advisory firms to disclose information related to voting on shareholder proposals. 4. H.R. ___, a bill to amend the Securities Exchange Act of 1934 to provide for certain requirements related to proxy voting (Nunn): The discussion draft amends the Securities Exchange Act of 1934 to prohibit robo-voting with respect to votes related to proxy or consent solicitation materials. 5. H.R. ___, a bill to amend the Securities Exchange Act of 1934 to require the Securities and Exchange Commission to study certain issues with respect to shareholder proposals, proxy advisory firms, and the proxy process (Wagner): The discussion draft requires the Securities and Exchange Commission to conduct a study of certain issues with respect to shareholder proposals, proxy advisory firms, and the proxy process. 6. H.R. ___, the Stopping Proxy Advisor Racketeering Act (Fitzgerald): The discussion draft amends the Securities Exchange Act of 1934 to prohibit proxy advisory firms from issuing proxy voting advice if the proxy advisory firm possesses a conflict of interest that could affect the objectivity or reliability of such proxy voting advice. ___________________________________ #proxy #sec #securities #securitiesandexchangecommission #robo ___________________________________ Hearing page: https://democrats-financialservices.house.gov/events/eventsingle.aspx?EventID=413251