The US Securities and Exchange Commission has sued shareholder advisory firm Institutional Shareholder Services (ISS) for allegedly refusing the agency’s requests for information, the latest action by the Trump administration targeting proxy advisers. The SEC filed an enforcement action in US district court to compel ISS to comply with an outstanding subpoena related to a fact-finding investigation into shareholder voting recommendations. The SEC stated it has not accused ISS of misconduct but seeks information stemming from its inquiry.

ISS said it remains committed to working with the SEC but argued the demand raises serious First Amendment concerns, claiming compliance would expose it and its clients to retaliation for protected speech and voting decisions on matters of public importance. The lawsuit was filed in the US District Court for the Eastern District of Pennsylvania. ISS, the largest shareholder advisory firm, and its rival Glass Lewis control about 90% of the market for shareholder recommendations.

Critics, including companies, have long accused proxy advisers of conflicts of interest due to their dual role in offering voting recommendations and consulting services. The firms have drawn criticism for sometimes recommending votes against executive pay or supporting shareholder activists. In 2025, a US appeals court vacated SEC rules for proxy advisers, a win for ISS and Glass Lewis, but scrutiny has continued, including an executive order signed by President Donald Trump in December calling for SEC investigation into potential misstatements in voting recommendations.