Proxy Advisers Score Third Legal Win as Indiana Anti-ESG Disclosure Law Blocked

On June 29, U.S. District Judge Matthew Brookman for the Southern District of Indiana granted a preliminary injunction blocking an Indiana law — set to take effect July 1 — that required proxy advisers to attach a "written financial analysis" to any voting recommendation against company management, or disclose that no such analysis had been conducted. The court found the law constituted "viewpoint discrimination" because it imposed disclosure burdens only when proxy firms disagreed with management. ISS and Glass Lewis had also previously obtained injunctions against similar laws in Texas and Kansas. The ruling preserves the ability of proxy advisers to issue governance and ESG recommendations without state-compelled disclosure obligations, a critical operational question for the governance infrastructure that mediates ESG-related shareholder votes at public companies. For GCs and governance counsel, the broader pattern is clear: Republican state-level anti-ESG legislation targeting governance intermediaries has consistently failed First Amendment review, reinforcing that proxy adviser access to capital markets governance processes remains legally protected even as the political environment intensifies.