– Proxy advisory firms Glass Lewis and ISS have expanded a coordinated legal challenge against US state laws regulating their voting recommendations, filing new lawsuits targeting Indiana.
Both firms argue that Indiana’s House Bill 1273, set to take effect in July 2026, violates First Amendment protections by imposing disclosure requirements only when advisers recommend voting against corporate management. The law would require ‘written financial analysis’ for such recommendations and expose firms to fines and litigation, while potentially applying to advice given globally.
Glass Lewis and ISS argue the statute is vague, burdensome and designed to pressure them into aligning with management viewpoints, undermining independent research relied upon by institutional investors.
The lawsuits mark an escalation in a broader, multi-state legal battle over proxy regulation and ESG-related advice. Both proxy advisors launched similar lawsuits in Texas back in 2025 against Texas Attorney General Ken Paxton in federal court, to block enforcement of the state’s proxy advisor law (SB 2337).
– Lululemon Athletica is reshaping its board and leadership as tensions escalate with founder Chip Wilson ahead of an impending proxy battle, according to Reuters (paywall).
The company has appointed branding executive Esi Eggleston Bracey to its board, adding to recent director changes as it prepares for its June shareholder meeting. The move follows earlier appointments and comes amid efforts to counter Wilson’s campaign to appoint his own nominees and overhaul the company’s governance.
At the same time, Wilson has intensified criticism of the board’s strategy, raising doubts about incoming CEO Heidi O’Neill and warning she lacks sufficient support to drive a turnaround. He argues the board lacks product expertise and is prioritizing its own interests.
– More US states have joined an expanding antitrust lawsuit challenging Nexstar Media Group’s $6.2 bn acquisition of Tegna, according to Reuters.
Five additional states – Massachusetts, Vermont, Indiana, Kansas and Pennsylvania – have signed onto the case led by California Attorney General Rob Bonta, bringing the coalition beyond the eight states that first sued in March.
The lawsuit argues the merger would reduce competition across dozens of local television markets, potentially leading to job losses, higher cable bills and diminished local news coverage.
A federal judge has already issued a preliminary injunction blocking further integration of the two companies, finding plaintiffs likely to succeed in proving antitrust harm.
Although the deal closed after receiving approval from US regulators, the court order prevents operational consolidation while litigation continues, as Nexstar appeals and defends the transaction as beneficial to local journalism.
– Paramount Global is facing a new legal challenge from its own streaming subscribers which seek to block its planned merger with Warner Bros Discovery.
As reported by Variety, the lawsuit, filed in federal court in California by several Paramount+ subscribers, argues the transaction would reduce competition in the streaming and film markets, leading to higher prices and fewer viewing options for consumers.
Plaintiffs are seeking an injunction to halt the deal as well as damages under US antitrust law, claiming the merger reflects a strategy of consolidation rather than innovation.
The case also challenges Skydance’s earlier acquisition of Paramount, alleging the combined transactions would concentrate market power among a shrinking number of major media companies.
– FCC chair Brendan Carr has defended the agency’s decision to review The Walt Disney Company’s ABC television licenses, insisting the move is unrelated to controversy surrounding late-night host Jimmy Kimmel.
According to The Wall Street Journal (paywall), Carr said the early license review stems from an ongoing probe into Disney’s DEI practices and potential violations of equal employment rules, rather than political pressure following criticism of Kimmel’s recent jokes about former President Donald Trump and First Lady Melania Trump.
The timing of the review, launched shortly after Trump publicly called for the host’s dismissal, has drawn sharp criticism from media advocates and Democratic FCC Commissioner Anna Gomez, who warned it could undermine First Amendment protections.
Disney has said it is confident it complies with FCC regulations and will respond to the agency’s requests by a late-May deadline.
– Proposed UK corporate governance reforms could weaken shareholder rights over executive pay and annual meetings, prompting concern among investors and governance groups.
Under a government consultation on ‘modernizing corporate reporting,’ officials are considering whether to scrap or scale back shareholder votes on directors’ pay and allow companies to hold fully virtual AGMs, reports The Times (paywall).
Supporters argue the changes would simplify regulation and boost competitiveness, but investor groups warn they risk reducing accountability and transparency at listed companies.
Separately, The Financial Times (paywall) reports that shareholder activism around environmental policies is intensifying at major UK banks.
At NatWest Group’s AGM, support for chair Rick Haythornthwaite fell to 92.1 percent, down from 97.6 percent the previous year, signaling a protest vote driven largely by minority and institutional investors.
Investors coordinated by ShareAction criticized the bank’s decision to ease restrictions on oil and gas financing and drop emissions targets in key sectors, warning of rising financial risks tied to fossil fuel exposure. Similar pressure is being applied across the sector, with upcoming votes at HSBC and Barclays expected to draw scrutiny.