The proposed bill aims to establish the Proxy Advisor Transparency Act in West Virginia, introducing new provisions to enhance transparency and accountability among proxy advisors. It includes legislative findings that highlight the importance of financial analysis in proxy voting recommendations, particularly in relation to shareholder interests. The bill defines key terms such as "proxy advisor," "company proposal," and "written financial analysis," and sets forth disclosure requirements for proxy advisors when making recommendations against company management. Specifically, if a proxy advisor does not base its recommendation on a written financial analysis, it must disclose this lack of analysis to shareholders and the company's board of directors.

Additionally, the bill outlines enforcement mechanisms, categorizing violations as deceptive trade practices and allowing the Attorney General to investigate such violations. It also grants aggrieved parties the right to seek legal remedies, including declaratory judgments and injunctive relief. The act includes a severability clause to ensure that if any provision is found unconstitutional, the remaining provisions will still be enforceable. The effective date for the new regulations is set for July 1, 2026, and they will apply only to proxy advisory services provided after this date.

Statutes affected:
Introduced Version: 46A-9-1, 46A-9-2, 46A-9-3, 46A-9-4, 46A-9-5, 46A-9-6