Senator presses SEC’s Clayton over “Main St” letters report

3 July 2020

Elizabeth Pfeuti

EU regulation

A US Senator has called on the head of the US financial regulator to provide an update on the status of its reports into “apparently fraudulent comment letters” that showed support for proposed new rules on proxy advice.

In a letter addressed to Securities and Exchange Commission (SEC) Chairman Jay Clayton, Senator Chris Van Hollen asked about the progress of investigations into the matter, which took place more than six months ago, that the SEC had agreed to undertake.

The matter centres on a set of letters that were cited by Clayton as signalling support for proposed financial legislation that seemed set to restrict the activity and authority of proxy voting advisers.

These letters were purported to have been sent by “Main Street” investors, outlining their concerns around these advisers, but a Bloomberg investigation found they had been penned by an advocacy group with links to big business.

Following the discovery, Van Hollen grilled Clayton over the substance, validity and his belief in these letters, pointing out they were ultimately fakes and had been sourced from a “dark money group”.

“During the hearing, you did not specifically acknowledge that the letters, first reported by Bloomberg News, were in fact fraudulent,” said Van Hollen in this latest letter. “You stated that there was an investigation underway, that both the SEC’s General Counsel and Inspector General had been notified following the Bloomberg reports, and that you would wait to see what happened with the investigations.”

The Senator noted that more than six months later, no results from the investigation have been reported and urged him for an update.

“Please provide my office with any and all reports or findings of the General Counsel and the Inspector General, and whether there have been any referrals for criminal prosecution for the false representations made.”

He added that he would also like to know how the regulator intended “to account for the fact that the changes it is seeking in the regulation of proxy advisors do not appear to be based on concerns of ‘Main Street’ investors, as the revelations around the public comments clearly show, but instead emanate from corporate heads and boards that oppose investor oversight or review of their actions and proposals”.

Finally, he urged the SEC to hold off from finalising its proposed rule changes around proxy advisers until there was clarity around the letters. 

As of July 1, Clayton had issued no formal response.

Latest News

SHareholder meeting

Accountability Versus Allocation: Who Is Corporate Reporting For?

SHareholder meeting

SFDR Review Moves Forward, But Key Questions Remain for Investors

SHareholder meeting

German governance code reform: Minerva supports simplification, but draws a line at investor visibility

SHareholder meeting

FRC’s new regulatory approach signals a shift from rule-making to market stewardship

SHareholder meeting

Shein lists in Hong Kong at reduced valuation after protracted IPO journey

SHareholder meeting

SEC sends executive pay disclosure overhaul to White House for review

Featured Briefings

Minerva Briefing

Shareholder Proposal Voting Trends 2026 H1

Minerva Briefing

Virtual-Only AGMs

Minerva Briefing

UK Proxy Season Review 2026

Minerva is a global provider of sustainable stewardship solutions with over 30 years of expertise. Minerva empowers investors by providing essential tools, including ESG research and data and expert insights, enabling them to navigate the intricate and ever-evolving landscape of stewardship and proxy voting, whilst ensuring their decisions are well-informed and aligned with sustainable principles.

Related Stories

SEC axes Rule 14a-8 ‘no action’ process for shareholder proposals

SEC axes Rule 14a-8 ‘no action’ process for shareholder proposals

August 20, 2026
Read More
Investors urge SEC to reject Texas Stock Exchange voting rule

Investors urge SEC to reject Texas Stock Exchange voting rule

August 20, 2026
Read More

SEC Steps Closer to Unwinding Climate Disclosure Rules

May 13, 2026
Read More

US State Attorneys General Escalate ESG Pressure on Credit Ratings Agencies

April 30, 2026
Read More
fiduciary squeeze

The Fiduciary Squeeze is Timed for When Trustees Can’t Look Up

April 23, 2026
Read More

Texas Climate Investing Blacklist Stays on Ice

April 17, 2026
Read More