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Petitioner National Center for Public Policy Research (NCPPR) and Intervenor National Association of Manufacturers (NAM) implicitly ask the Court to weigh in on factual questions without the benefit of a factual record being developed at the district court or agency level. NAM in particular seeks to strip shareholders of long-held rights on the basis of NAM’s own untested and incorrect assertions about what issues matter to investors. If accepted at face value, NAM’s arguments – and the misleading factual assumptions underpinning them – could lead to significant harm.
For example, NAM’s brief asserts as fact the myth that climate and environmental risks are financially immaterial to shareholders and unrelated to the creation of shareholder value. On the contrary, such issues are critical to financial performance for both individual firms and the economy. NAM also conflates the interests of shareholders with those of company managers. This leads to a distorted presentation of the protections that Rule 14a-8 affords investors.