State attorneys general are finally fighting back against corporate wokeness.
But they're not targeting the companies themselves.
And Florida AG James Uthmeier just hit two foreign-owned firms with a lawsuit that could break their stranglehold on America.
Foreign corporations secretly controlled how your retirement money got invested
Florida Attorney General James Uthmeier filed a major lawsuit Thursday against the two proxy advisory firms that control 97% of the market for shareholder voting recommendations.¹
The firms, Institutional Shareholder Services (ISS) and Glass Lewis, tell pension funds and investment managers how to vote on everything from corporate boards to executive pay.
And they've been using that power to push radical environmental, social, and governance (ESG) and diversity, equity, and inclusion (DEI) policies onto American businesses.
"Florida is done allowing two unaccountable foreign-owned private corporations to manipulate shareholder votes behind closed doors," Uthmeier stated. "ISS and Glass Lewis claim to be neutral advisors, but they use their near-total control of the proxy-voting market to push divisive political mandates that threaten retiree savings, distort corporate governance, and undermine the rule of law."²
https://twitter.com/AGJamesUthmeier/status/1991605346062762094?s=20
ISS is owned by Deutsche Börse Group, a German company.
Glass Lewis is controlled by Canadian investors.
Both firms promised institutional investors their recommendations were based purely on financial performance and shareholder value.
They lied.
The complaint, filed in Florida's Second Judicial Circuit, charges both firms with violating Florida's consumer protection laws and antitrust statutes.³
Uthmeier alleges the firms coordinated their ESG and DEI policies, leaving investors with no real alternatives for proxy voting advice.
Glass Lewis and ISS got caught lying to their clients
Here's how brazen these firms were about pushing their woke agenda while claiming neutrality.
Glass Lewis claimed in its 2025 policy guidelines that it "evaluates all environmental and social issues through a lens of long-term shareholder value."⁴
ISS similarly asserted its research came from a "neutral and analytical perspective" that placed client interests "first and above" its own.
But the evidence tells a different story.
Glass Lewis's own guidelines recommend voting against corporate boards that don't have at least one member from "an underrepresented community."⁵
Race quotas for corporate boards. Gender ideology mandates.
Climate policies that tank profits.
Glass Lewis and ISS pushed all of it while telling investors they only cared about shareholder value.
How'd that work out for returns?
ESG funds got destroyed.
They trailed the S&P 500, posted double-digit losses in 2022, and kept hemorrhaging money through 2024.⁶
But ISS and Glass Lewis kept recommending the same garbage strategies to pension fund managers handling Florida retirees' money.
That didn't stop ISS and Glass Lewis from recommending ESG strategies to the institutional investors managing Florida retirees' pension funds.
The lawsuit points out that these firms control such a dominant market position that corporations face reputational damage and negative ratings if shareholders reject their advice or companies drop their services.⁷
Florida's more than 1 million retirement plan participants have billions of dollars at stake.
This lawsuit could trigger dominoes falling across America
Uthmeier announced the initial investigation into ISS and Glass Lewis back in March 2025.
Texas Attorney General Ken Paxton launched his own probe in September, issuing civil investigative demands to both firms for "potentially misleading institutional investors."⁸
Missouri Attorney General Andrew Bailey filed separate lawsuits against each company in July, alleging they breached fiduciary duties by pushing a radical left-wing agenda.⁹
Mississippi Secretary of State Michael Watson opened a state securities division investigation in May.¹⁰
The Trump Administration has taken notice.
President Trump specifically highlighted concerns about the firms' influence over corporate governance.¹¹
The Federal Trade Commission opened an antitrust investigation into ISS and Glass Lewis earlier this year.¹²
The White House is now reportedly weighing an executive order that would restrict how proxy advisory firms can operate, potentially prohibiting them from issuing voting recommendations to companies they also provide consulting services to.¹³
ISS commands a 48% market share while Glass Lewis controls 42% of the proxy advisory market for U.S. mutual funds.¹⁴
When a proxy advisor issues a negative recommendation on a director or policy, its clients are 20 percentage points more likely to vote against that person or initiative compared to investors who don't subscribe to their advice.¹⁵
That's enormous power concentrated in the hands of two foreign-owned companies operating behind closed doors with zero accountability.
The House Financial Services Subcommittee on Capital Markets held a hearing in April titled "Exposing the Proxy Advisory Cartel: How ISS & Glass Lewis Influence Markets."¹⁶
Republicans and Democrats couldn't agree on much during the hearing, but both sides acknowledged the firms wield unprecedented influence over American corporate governance.
Florida's lawsuit seeks civil penalties, injunctive relief to stop the firms from abusing their market power, and restitution for affected consumers.¹⁷
This is about far more than corporate board composition or executive compensation.
These firms have been using their monopoly position to force American businesses to adopt radical political policies that destroy shareholder value while enriching themselves.
The lawsuit pulls back the curtain on how two foreign companies hijacked corporate America and weaponized billions of dollars in American retirement savings to advance a woke agenda.
¹ Michelle Vecerina, "Attorney General James Uthmeier sues top proxy firms over ESG, antitrust concerns," Florida Voice News, November 20, 2025.
² Ibid.
³ Ibid.
⁴ Jesse Scheckner, "James Uthmeier launches probe of two proxy advisers, alleging illegal ESG policies, collusion," Florida Politics, March 21, 2025.
⁵ Virginia Allen, "EXCLUSIVE: Florida Sues Major Financial Firms Over DEI And ESG Push," The Daily Wire, November 20, 2025.
⁶ "Attorney General James Uthmeier Announces Investigation into Glass Lewis & Co. and Institutional Shareholder Services Inc.," My Florida Legal, March 20, 2025.
⁷ Ibid.
⁸ Lamar Johnson, "Texas attorney general probes ISS, Glass Lewis over ESG, DEI," ESG Dive, September 19, 2025.
⁹ Kevin Stocklin, "Missouri AG Sues Shareholder Voting Advisors ISS and Glass Lewis," The Daily Signal, July 20, 2025.
¹⁰ Lamar Johnson, "Texas attorney general probes ISS, Glass Lewis over ESG, DEI," ESG Dive, September 19, 2025.
¹¹ Michelle Vecerina, "Attorney General James Uthmeier sues top proxy firms over ESG, antitrust concerns," Florida Voice News, November 20, 2025.
¹² "The week in GRC: White House weighs up shareholder voting executive order as FTC launches probe into ISS and Glass Lewis," Governance Intelligence, November 2025.
¹³ "White House explores overhaul of shareholder voting rules," Investing Live, November 12, 2025.
¹⁴ Nadya Malenko, "The proxy advisory industry: Influencing and being influenced," Science Direct, February 27, 2024.
¹⁵ Ibid.
¹⁶ "Capital Markets Subcommittee Examines Market Influence by Proxy Advisory Firms," U.S. House Committee on Financial Services, April 29, 2025.
¹⁷ Michelle Vecerina, "Attorney General James Uthmeier sues top proxy firms over ESG, antitrust concerns," Florida Voice News, November 20, 2025.
