SB 2337: Texas Requires Proxy Advisors to Disclose ESG-Based Voting

June 20, 2025

Summary

SB 2337 was enacted in June 2025 and requires proxy advisors to disclose when nonpecuniary interests, such as "environmental, social, or governance (ESG) investing, diversity, equity, or inclusion (DEI), and social credit or sustainability scores," influences their votes.  The disclosure must state that "the service is not being provided solely in the financial interest of the company's shareholder because it is based wholly or partly on one or more nonfinancial factors."  It also must be published to the proxy advisor's website.  A violation of the Act constitutes a deceptive trade practice.  

Share This Page

Impacted Sectors

Additional Information

Sustainability Legislation & Regulation Monitor

Monitoring legal, regulatory and policy developments related to sustainability issues across the United States and beyond.

© 2025 Akin Gump Strauss Hauer & Feld LLP. All rights reserved. Attorney advertising. This document is distributed for informational use only; it does not constitute legal advice and should not be used as such. Prior results do not guarantee a similar outcome. Akin is the practicing name of Akin Gump LLP, a New York limited liability partnership authorized and regulated by the Solicitors Regulation Authority under number 267321. A list of the partners is available for inspection at Eighth Floor, Ten Bishops Square, London E1 6EG. For more information about Akin Gump LLP, Akin Gump Strauss Hauer & Feld LLP and other associated entities under which the Akin Gump network operates worldwide, please see our Legal Notices page.