PROXY GIANT CLAM UP! ISS DEFIES SEC SUBPOENA!

SEC v. Institutional Shareholder Services, Inc. — U.S. Securities and Exchange Commission Litigation Release No. 26632, dated September 4, 2026.

The SEC filed a subpoena enforcement action against Institutional Shareholder Services Inc. (ISS) for failing to comply with an administrative subpoena issued during an examination. ISS, an investment adviser, refused to produce documents related to its proxy recommendations and votes, which the SEC needs to investigate compliance with federal securities laws. The SEC seeks a court order to compel ISS to produce the requested information.

In Plain English

Imagine the SEC is like a school principal checking if a student is following the rules. The principal asked a student, ISS, for some important papers about how they do their work (like giving advice on how to vote for company leaders). ISS refused to give the papers, even after the principal sent a formal request. Now, the principal has to ask a judge to force ISS to hand over the papers so the principal can finish checking if ISS is following the rules.

Disclaimer: all facts are drawn from the SEC's own filings; the claims described are allegations unless and until a court rules or the parties settle, and some cases end in dismissal.

How the Alleged Scheme Worked

1. SEC Begins Examination In March 2026, the SEC's Division of Examinations started looking into Institutional Shareholder Services Inc. (ISS), an investment adviser. They asked ISS for data about its proxy recommendations and votes, which are central to ISS's business.
2. ISS Fails to Produce Information ISS did not provide the requested information to the SEC's examination staff. This occurred despite ISS's role as a registered investment adviser and its fiduciary duties to clients.
3. Enforcement Division Opens Inquiry Because ISS failed to produce the information, the SEC's Division of Enforcement opened its own inquiry into ISS's non-compliance.
4. SEC Issues Administrative Subpoena On July 21, 2026, the SEC's Division of Enforcement issued a formal, narrowly tailored administrative subpoena to ISS, demanding the production of documents relevant to the investigation.
5. ISS Continues to Refuse Compliance Despite the formal subpoena and extended deadlines, ISS continued to refuse to produce all the required materials, impeding the SEC's ability to conduct its examination and investigation.
6. SEC Files Enforcement Action On September 4, 2026, the SEC filed an application in the U.S. District Court for the Eastern District of Pennsylvania, seeking an order to compel ISS to comply with the administrative subpoena.

The Enforcement Action

On September 4, 2026, the SEC filed a subpoena enforcement action against Institutional Shareholder Services Inc. (ISS) in the U.S. District Court for the Eastern District of Pennsylvania. The SEC seeks to compel ISS to comply with an administrative subpoena issued on July 21, 2026, as part of an investigation into ISS's compliance with federal securities laws. ISS had previously refused to comply with routine requests from the SEC's Division of Examinations and continued to refuse full compliance with the subpoena, impeding the SEC's oversight and investor protection obligations. The SEC's application requests a court order compelling ISS to produce the documents.

Named in this action: Institutional Shareholder Services, Inc..

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