This week's governance news includes: CII tracks an uptick in zombie directors falling short on shareholder support; As You Sow, ICCR urged the SEC to rescind approval of Exxon Mobil’s ‘Retail Voting Program;’ a judge ruled ESG investments breached an ERISA provision, but did not cause monetary losses; and Senators introduced bills addressing timely governance topics

CII's accomplishments this quarter of 2025 include: publishing a brief to dispel myths about proxy advisors; sounding the alarm for risks of Chinese companies and the VIE structure in a new report; urging the SEC to act cautiously when granting exemptions to Foreign Private Issuers; convening members and thought leaders at the fall conference for insights into pressing governance issues; gathering member input on a policy amendment encouraging private ordering when shareholder protections are weakened and producing three webinars and five podcasts.

During this quarter of 2025 the SEC: announced a new PCAOB acting chair and plans to replace the entire board; issued a vague response to questions about the future of the climate disclosure rules; urged the PCAOB to delay implementation of quality control standard for auditors; announced plans to issue proposed updates to shareholder proposal rules in April 2026; reversed its stance on mandatory arbitration clauses; and approved Exxon Mobil’s ‘Retail Voting Program.’

Some notable governance news from Capitol Hill this quarter includes: the House approving a bill that sheds light on voting power at multi-class companies; Senator Warren calling for a Financial Stability Oversight Council analysis of risks presented by the private credit market; and the debate over ESG and proxy advisors continued at a September 10 House Committee Hearing.