Statement in Connection with Granting of Injunction Over Lawsuit Challenging Kansas Statute, SB 375
ROCKVILLE, Md. (June 25, 2026) — Institutional Shareholder Services (ISS) today responded to the granting of a preliminary injunction against enforcement of Kansas statute, SB 375, by issuing the following statement:
“ISS serves institutional investors who select their own voting policies. Our recommendations reflect rigorous analysis applied to the criteria our clients have chosen based on their own investment strategies. A law that compels us to denigrate our own services — under threat of massive financial penalties — is plainly unconstitutional. Over the past year, two courts have now granted preliminary injunctions barring enforcement of substantially similar laws against ISS. This latest decision underscores the grave constitutional problems that occur when states seek to impose onerous obligations on proxy advisors when their recommendations are against company management, while leaving pro-management recommendations unencumbered. The Kansas district court found this structure to be viewpoint-based on its face and concluded that ISS is likely to succeed on the merits of its First Amendment claim. Kansas declined to argue the law could survive strict scrutiny.
Kansas SB 375 was not a transparency law, and it was not in the interest of American investors or businesses. It required ISS to declare — to clients, to company boards, and publicly — that certain of its recommendations are not based on financial analysis. That declaration is false and its requirement threatens free speech. ISS recommendations reflect rigorous analysis applied to client-selected criteria.
ISS is a leading provider of data-driven research and technology solutions for capital market participants worldwide. As a registered investment adviser subject to SEC oversight, ISS serves approximately 1,400 institutional investor clients — including pension plans, asset managers, and mutual funds — with independent research and voting recommendations across more than 100 global markets. ISS will continue to defend its right to provide independent, client-directed proxy advisory services.”
For more on ISS’ role as a proxy advisor, we invite you to visit Protect the Voice of Shareholders by clicking here.