Amicus Curiae Brief — Chamber of Commerce of the United States, et al., Applicants v. Lauren Sanchez, et al.

No. 25A561

In the Supreme Court of the United States

CHAMBER OF COMMERCE OF THE UNITED STATES OF AMERICA, et al.,

Applicants,

v.

LAURA SANCHEZ, IN HER OFFICIAL CAPACITY AS CHAIR OF THE CALIFORNIA

AIR RESOURCES BOARD, et al.,

Respondents.

BRIEF OF AMICI CURIAE IOWA AND 24 OTHER STATES IN

SUPPORT OF THE CHAMBER’S APPLICATION FOR A STAY

PENDING APPEAL

BRENNA BIRD

Attorney General of Iowa

ERIC WESSAN

Solicitor General

Counsel of Record

Office of the Attorney General

1305 E. Walnut St.

Des Moines, IA 50319

(515) 823-9117

eric.wessan@ag.iowa.gov

Counsel for Amicus State of Iowa

[Additional counsel listed below]

November 14, 2025

i

TABLE OF CONTENTS

TABLE OF AUTHORITIES .................................. ii

INTEREST OF AMICI CURIAE ........................... 1

INTRODUCTION AND SUMMARY OF

ARGUMENT .......................................................... 2

ARGUMENT .......................................................... 3

I.

California’s Climate Disclosure

Law Compels Speech. ................ 3

II.

A.

California’s Laws Fail

Heightened Scrutiny. ...... 3

B.

The Zauderer Exception

Does Not Save The Laws.6

If

California

Laws

and

Regulations Do Not Stay in

California, Other States Will

Suffer Irreparable Harm. .......... 9

A.

California’s Laws Impose

Irreparable

Economic

Harm on Other States. .... 9

B.

California’s Laws Impose

Irreparable

Sovereign

Harm on Other States. .. 12

CONCLUSION .................................................... 14

ADDITIONAL COUNSEL................................... 16

ii

TABLE OF AUTHORITIES

Cases

303 Creative LLC v. Elenis,

600 U.S. 570 (2023) ............................................. 11

Alfred L. Snapp & Son, Inc. v. Puerto Rico ex rel.

Barez,

458 U.S. 592 (1982) ............................................. 12

Am. Meat Inst. v. U.S. Dep’t of Agric.,

760 F.3d 18 (D.C. Cir. 2014).................................. 5

Barr v. Am. Ass’n of Poli. Cons., Inc.,

140 S. Ct. 2335 (2020) ........................................... 4

BMW of N. Am., Inc. v. Gore,

517 U.S. 559 (1996) ....................................... 13, 14

Cal. Chamber of Comm. v. Council for Educ. and

Res. on Toxics,

29 F.4th 468 (9th Cir. 2022) .................................. 7

Central Hudson Gas & Elec. Corp. v. Pub. Serv.

Comm’n of N.Y.,

447 U.S. 557 (1980) ............................................... 4

Elrod v. Burns,

427 U.S. 347 (1976) ............................................... 9

Healy v. Beer Inst.,

491 U.S. 324 (1989) ....................................... 13, 14

Hurley v. Irish Am. Gay, Lesbian, and Bisexual Grp.

of Bos.,

515 U.S. 557 (2008) ........................................... 3, 6

Janus v. Am. Fed’n of St., Cnty., and Municipal

Employees,

138 S. Ct. 2448 (2018) ........................................... 7

Kimberly-Clark Corp. v. District of Columbia,

286 F. Supp. 3d 128 (D.D.C. 2017)........................ 7

Maryland v. King,

567 U.S. 1301 (2012) ........................................... 14

McClendon v. Long,

22 F.4th 1330 (11th Cir. 2022) .............................. 3

Milavetz, Gallop, & Milavetz, PA v. United States,

559 U.S. 229 (2010) ............................................... 6

Nat’l Ass’n of Manfrs. v. SEC,

800 F.3d 518 (D.C. Cir. 2015)............................ 7, 8

Nat’l Inst. of Fam. Advocates v. Becerra,

585 U.S. 755 (2018) ............................. 3, 4, 6, 7, 11

Nat’l Pork Producers Council v. Ross,

598 U.S. 356 (2023) ....................................... 13, 14

iii

Nken v. Holder,

556 U.S. 418 (2009) ............................................... 9

Ohio v. Envtl. Protec. Agency,

603 U.S. 279 (2024) ............................................. 12

Reed v. Town of Gilbert,

576 U.S. 155 (2015) ............................................... 3

Riley v. Nat’l Fed’n of the Blind of N.C.,

487 U.S. 781 (1988) ............................................... 3

Roman Cath. Diocese of Brooklyn v. Cuomo,

592 U.S. 14 (2020) ................................................. 9

Simon & Schuster, Inc. v. Members of N.Y. State

Crime Victims Bd.,

502 U.S. 105, (1991) .............................................. 8

Stuart v. Camnitz,

774 F.3d 238 (4th Cir. 2014) ................................. 3

Tax Bd. of California v. Hyatt,

587 U.S. 230 (2019) ............................................. 13

Thunder Basin Coal Co. v. Reich,

510 U.S. 200 (1994) ............................................. 11

Wooley v. Maynard,

430 U.S. 705 (1977) ............................................... 8

Zauderer v. Office of Disciplinary Counsel of the

Supreme Court of Ohio,

471 U.S. 626 (1985) ....................................... 6, 7, 8

Other Authorities

Roberta Romano, Metapolitics and Corporate Law

Reform, 36 Stan. L. Rev. 923 (1984) ..................... 5

SB 253 ...................... 1, 2, 5, 6, 7, 9, 10, 11, 12, 13, 14

SB 261 ........................................ 1, 2, 9, 10, 11, 12, 14

Sean J. Griffith, What’s “Controversial” About ESG?

A Theory of Compelled Commercial Speech Under

the First Amendment, 101 Neb. L. Rev. 876

(2023) ................................................................. 5, 8

1

INTEREST OF AMICI CURIAE

California is trying to be the national regulator

of American greenhouse gas emissions—but for many

reasons it may not do so. See SB 253; SB 261. California’s laws will require companies to figure out how

much greenhouse gas emissions they produce or, more

ephemerally, are responsible for. And companies that

fail to do so face steep penalties. California attempts

to impose this requirement on companies that even

touch California.

When the United States Securities and Exchange Commission attempted to do the same, 25

States sued the SEC to stop its attempt to impose an

illegal greenhouse gas disclosure policy on publicly

traded companies. See Iowa v. SEC, No. 24-1522 (8th

Cir.).

But what the SEC has voluntarily stayed during the pending litigation, California now attempts to

impose. California’s SB 253 and SB 261 impose sweeping, stand-alone reporting mandates on companies

that require expressing a certain viewpoint on the

highly controversial issue area of climate change.

California’s laws are intended to “embarras[s]”

companies that do any qualifying business in California—even if the companies do barely any business in

the State. See 8-ER-1985, -2012.

SB 261 requires any company with more than

$500 million in revenue anywhere, and any California

business, to disclose California’s preferred climate

narrative. 8-ER-1826, -1883, 1846–51. And those companies must, even if they believe such doomsday scenarios are unlikely, explain in “specific and complete”

detail their plans to respond to those scenarios. 8-ER1839.

SB 253 embraces the SEC’s illegal greenhouse

gas disclosure scheme and goes even further. Like the

discredited SEC rule, California mandates that companies must report emissions from the sources the

company controls (“Scope 1”) and indirect emissions

from purchased energy (“Scope 2”). SB 253 § 2(b). SB

253 then goes further by including emissions that

2

result from up and down the value chain: including

from suppliers, contracts, and customers (“Scope 3”).

And the law applies to any company with more than

$1 billion in annual revenue that ”does business in

California.” That imposition may have started as California green dreaming but will end with imposing

nightmarish compliance costs and liability on companies across the country.

The undersigned 25 States, represented by

their Attorneys General, strongly oppose this radical

green speech mandate that California seeks to impose

on companies. And the States recognize the irreparable harm that will follow if the Laws are permitted to

go into effect on January 1, 2026. That is why these

States support the Applicants’ request for emergency

preliminary relief during the pendency of this litigation. California’s attempt to supplant SEC as the nation’s regulator will harm companies all over the country. 1

INTRODUCTION AND SUMMARY OF ARGUMENT

1. California admits that SB 253 and SB 261

“compe[l] speech” relating to what this Court has recognized is the highly controversial area of climate

change. 3-ER-388. That compelled speech is subject to

heightened scrutiny. Regardless of the level of heightened scrutiny, California’s Laws are not narrowly tailored enough to meet California’s stated interest. For

that reason, California’s greenhouse gas disclosure

laws fail constitutional scrutiny.

2. California’s Laws impose irreparable economic and sovereign harms on Amici States. California’s burdensome Laws are not restrained to those

companies at home in or domiciled in California. Instead, they affect major companies and industries at

Consistent with Supreme Court Rule 37.4,

Counsel for Amici Curiae States informed both Parties of the States’ intent to file this amicus curiae brief

in support of Petitioners’ sought-after stay pending

appeal.

1

3

home in other States. Without relief, those companies

in other States will face the large economic consequences that accompany failing to comply. Amici

States also each have their own regulations and requirements to operate companies in their States. California’s conflicting obligations risk undermining

those States’ sovereign interests.

ARGUMENT

I.

California’s Climate Disclosure Law Compels Speech.

If the First Amendment means anything, it is

that California may not compel speech, including

“statements of fact the speaker would rather avoid.”

Hurley v. Irish Am. Gay, Lesbian, and Bisexual Grp.

of Bos., 515 U.S. 557, 573 (2008). California’s Climate

Laws is doubly offensive to that constitutional command: it not only compels speech but also forces companies to enter a public conversation on one of the nation’s most contentious public topics—climate change.

That First Amendment violation inflicts constitutional injury on thousands of companies and associations that operate as citizens of the States.

A.

California’s Laws Fail Heightened

Scrutiny.

Strict scrutiny applies to California’s Laws—a

standard that the State does not even attempt to

meet.

California’s Laws force thousands of companies

to publish content prescribed by the State. And this

Court has repeatedly held that governmental disclosure requirements compelling speech are “presumptively unconstitutional.” See, e.g., Nat’l Inst. of Fam.

Advocates v. Becerra, 585 U.S. 755, 760, 766 (2018)

(“NIFLA”); Riley v. Nat’l Fed’n of the Blind of N.C.,

487 U.S. 781, 795 (1988). That makes sense. “A regulation compelling speech is by its very nature contentbased, because it requires the speaker to change the

content of his speech or even to say something where

he would otherwise be silent.” Stuart v. Camnitz, 774

F.3d 238, 246 (4th Cir. 2014). And when a policy

4

“imposes a content-based burden on speech,” it “is subject to strict-scrutiny review.” McClendon v. Long, 22

F.4th 1330, 1337–38 (11th Cir. 2022) (cleaned up).

That’s true for the “governmental regulation of

securities,” which necessarily “involve[s] content discrimination.” Reed v. Town of Gilbert, 576 U.S. 155,

177 (2015) (Breyer, J., concurring in the judgment);

see also Barr v. Am. Ass’n of Poli. Cons., Inc., 591 U.S.

610, 642 (2020) (Breyer, J., concurring in part) (“[T]he

regulatory spheres in which the Securities and Exchange Commission . . . operate[s] [are] defined by

content.”). Unlike an informed consent law, for example, corporate and securities regulations like these

aren’t merely ancillary to properly regulated conduct.

NIFLA, 585 U.S. at 770. And California’s forced viewpoint is inherent in its Laws. California is not compelling neutral disclosures but forcing companies to

adopt the State’s framing of climate risk and emissions. Thus, the Laws are subject to strict scrutiny.

And California does not even try to prove that

its Laws survive strict scrutiny. It has not presented

evidence of a compelling interest that it would effectively require government interference with free

speech. Nor can it show the Laws are narrowly tailored—the Laws apply to large companies regardless

of whether those companies are engaged in any sort of

climate-relate industry. There are many obvious and

narrower alternatives, including requirements

focused on material risks, encouraging voluntary

disclosures, or targeted enforcement efforts in cases of

actual fraud or misrepresentation (such as

“greenwashing” efforts). California did none of that.

The Laws fail strict scrutiny.

Even viewing the Laws as a regulation of commercial speech, as the district court did, the Laws still

must satisfy intermediate scrutiny by directly advancing a substantial government interest by means that

are not more restrictive than necessary. Central Hudson Gas & Elec. Corp. v. Pub. Serv. Comm’n of N.Y.,

447 U.S. 557, 564, 570 (1980). The Laws fail even Central Hudson’s forgiving standard.

5

Begin with California’s assertable substantial

interests that must justify compelling highly controversial political speech. See NIFLA, 585 U.S. at 763

(defining interest through statutory purpose). In the

context of business-related risk, disclosures may serve

that goal when they prevent fraud, or further the one

goal common to all investors—“profit maximalization.” Roberta Romano, Metapolitics and Corporate

Law Reform, 36 Stan. L. Rev. 923, 961 (1984).

The Laws fail do not directly advance a substantial governmental interest. California has not

substantiated any causal link between corporate policies related to climate-related risks and its recognized,

statutory interests in fraud prevention or increased

investment return. If anything, the Laws leave investors in a worse position by increasing business compliance costs that will be ultimately passed on to shareholders without an offsetting benefit. See, e.g., Sean J.

Griffith, What’s “Controversial” About ESG? A Theory

of Compelled Commercial Speech Under the First

Amendment, 101 Neb. L. Rev. 876, 930 n.281 (2023)

(collecting sources); Benjamin Zycher, Other People’s

Money: ESG Investing and the Conflicts of the Consultant Class, Am. Enter. Inst. (Dec. 17, 2018) (“ESG

investment choices substitute an amorphous range of

political goals in place of maximizing the funds’ economic value.”).

While California alleges an interest in “demonstrat[ing] its leadership in the battle against climate

change,” SB 253 § 1(a), “it is plainly not enough for the

Government to say simply that it has a substantial interest in giving consumers information.” Am. Meat

Inst. v. U.S. Dep’t of Agric., 760 F.3d 18, 31 (D.C. Cir.

2014) (Kavanaugh, J., concurring in the judgment).

Even if that interest sufficed, the Laws do not further

it. California compels copious disclosures based on

conjecture about prospective climate impacts including “the existential threat of climate change.” SB

253 § 1(j). California’s justification of the law—”people communities, and other stakeholders in California

[are] facing the existential threat of climate change—

is overly broad to support the narrow tailoring required to meet strict scrutiny here. Id.

6

The Laws also are not the least restrictive

means of achieving their purported objectives. It is far

more restrictive than necessary because preexisting

federal regulations already require publicly listed

companies to disclose material information affecting

company

valuation.

See,

e.g.,

17

C.F.R.

§§ 229.101(c)(2)(i), 229.105(a), 229.303(a). Those companies already must disclose material climate-related

disclosures. See 75 Fed. Reg. 6290 (Feb. 8, 2010). And

nowhere in California’s Laws did California explain

why available alternatives, such as SEC and Environmental Protection Agency regulations, are insufficient

to achieve the ends California seeks. See, e.g., Greenhouse Gas Reporting Rule: Revisions and Confidentiality Determinations for Petroleum and Natural Gas

Systems, 89 Fed. Reg. 42,218 (May 14, 2024). And California’s Laws fail to account for voluntary disclosures—which would effectively be compelled by the

market if such disclosures were necessary. Instead,

California embraces a goal of “mov[ing] towards a netzero carbon economy”—a goal that many States,

Americans, and companies see as fundamentally irreconcilable with their way of life. See SB 253

§ 1(l).The Laws thus unconstitutionally compel

speech.

B.

The Zauderer Exception Does Not

Save The Laws.

California’s retreat to the exception recognized

in Zauderer v. Office of Disciplinary Counsel of the Supreme Court of Ohio, 471 U.S. 626 (1985), cannot cure

the Laws’ flaws. That case recognized a narrow situation where lower scrutiny could apply to compelled

commercial speech. Id. at 651. Its exception applies

solely to regulations of commercial advertising—and

then only when the government requires disclosure of

“purely factual and uncontroversial information about

the terms under which . . . services will be available.”

Id. at 650–51.

Though often invoked to bless compelled speech

regimes, this Court has repeatedly refused to extend

Zauderer beyond its facts. NIFLA, 585 U.S. at 768–

769; Hurley, 515 U.S. at 573; see also Milavetz, Gallop,

7

& Milavetz, PA v. United States, 559 U.S. 229, 256

(2010) (Thomas, J., concurring) (suggesting willingness to reconsider Zauderer). For Zauderer’s narrow

exception to apply, California’s Laws must require information that is (1) “purely factual,” (2) “uncontroversial,” and (3) “about the terms under which” public

companies offer their myriad services or products. 471

U.S. at 650–51. The Laws must meet each requirement. See NIFLA, 585 U.S. at 768–769. But the Laws

fail on all three counts.

First, the Laws compel speculative environmental-impact assessments, not objective facts. For

example, the Laws require that companies perform

subjective individualized estimates of “Scope 3 emissions” which includes “indirect upstream and downstream greenhouse gas emissions . . . from sources the

reporting entity does not own or directly control.” SB

253 § 2(b)(5). Such “potential” projections are not

“purely factual.” See, e.g., Cal. Chamber of Comm. v.

Council for Educ. and Res. on Toxics, 29 F.4th 468,

478–79 (9th Cir. 2022) (food labeling warning not “factual” because there was scientific debate on the issue);

Nat’l Ass’n of Manfrs. v. SEC, 800 F.3d 518, 529–30

(D.C. Cir. 2015) (“NAM II”) (providing statutory definitions for disclosure terms does not render disclosure

“factual and non-ideological”).

Second, the Laws compel speech on a highly

controversial issue. A “disclosure is ‘controversial’ if it

is inflammatory,” suggests a moral judgment, “expresses a matter of opinion,” or “there is disagreement

with the truth of the facts required to be disclosed.”

Kimberly-Clark Corp. v. District of Columbia,

286 F. Supp. 3d 128, 140–41 (D.D.C. 2017) (quotations

omitted). And this Court has already acknowledged

that climate change is a “controversial,” Janus v. Am.

Fed’n of St., Cnty., and Municipal Employees, 138 S.

Ct. 2448, 2476 (2018), “contentious subject” that has

“staked a place at the very center of this Nation’s public discourse.” Nat’l Rev., Inc. v. Mann, 589 U.S. 1088,

1091 (2019)(Alito, J., dissenting from denial of certiorari). Thus, the Laws fall within that ambit by compelling disclosures based on disputed assumptions

about climate change. This Court need not break any

8

new ground broadening the scope of the controversial

topic it has already recognized.

Third, the Laws do not seek to shape voluntary

commercial advertisements but require companies to

confess one viewpoint on climate-change issues. See

Wooley v. Maynard, 430 U.S. 705, 715 (1977) (California may not force companies to “be an instrument for

fostering public adherence to an ideological point of

view.”). The Laws embody assumptions about the nature, causes, and solutions to climate change—issues

hotly debated within the scientific community and the

public more broadly. See Griffith, supra at 928–30 &

nn.272–79 (collecting sources). California cannot remedy that constitutional violation by cloaking its disclosure requirements in factual or commercial definitions. By forcing companies to assume that disclosed

information is material, the laws “raise[] the specter

that the government may effectively drive certain

ideas or viewpoints from the marketplace”—namely,

the climate change is no immediate threat to business

interests, and that those emitting carbon are not culpable actors. Simon & Schuster, Inc. v. Members of

N.Y. State Crime Victims Bd., 502 U.S. 105, 116,

(1991).

To confirm how those principles apply here, this

Court need look no further than when the judiciary

rejected a similar attempt by SEC to compel speech in

the guise of disclosures. SEC’s conflict-minerals disclosure rule had required companies to state whether

products were “conflict free.” NAM II, 800 F.3d at 529–

30. Even though Congress expressly authorized that

disclosure obligation, the D.C. Circuit concluded that

it fell outside the Zauderer exception because that regulation did not regulate “voluntary commercial advertising.” Id. at 523 & n.12.

The same analysis dooms the constitutionality

of California’s Laws. NAM II found SEC’s rule infringed the First Amendment because it carried ideological weight (e.g., responsibility for atrocities in

Congo) and compelled some issuers to “confess” to social responsibility. Id. at 530. Given that precedent,

California’s Laws here are exactly the “unjustified or

9

unduly burdensome disclosure requirements” that

Zauderer itself recognized might offend the First

Amendment. Zauderer, 471 U.S. at 651.

II.

If California Laws and Regulations Do Not

Stay in California, Other States Will Suffer Irreparable Harm.

A.

California’s Laws Impose Irreparable Economic Harm on Other States.

Enforcing California’s Laws pending resolution

of the underlying lawsuit inflicts irreparable harm on

non-California states and their economies, warranting a stay under Nken v. Holder, 556 U.S. 418, 434

(2009) (requiring considering irreparable harm to the

applicant absent a stay).

The harm manifests in unrecoverable economic

burdens, distorted markets, and chilled investment in

key industries, all stemming from California’s extraterritorial compulsion of speculative, viewpoint-laden

climate disclosures. Unlike routine regulatory compliance, these laws force thousands of out-of-state businesses to incur millions in auditing and reporting

costs for emissions and risks that extend far beyond

California’s borders, with no adequate remedy at law

if enforcement proceeds. California’s Climate Disclosure Rules: A Guide for Companies, Watershed,

https://perma.cc/NWQ5-EB5C (last visited Oct. 30,

2025).

As this Court has long recognized, “the loss of

First Amendment freedoms, for even minimal periods

of time, unquestionably constitutes irreparable injury.” Elrod v. Burns, 427 U.S. 347, 373 (1976) (plurality op.); see also Roman Cath. Diocese of Brooklyn

v. Cuomo, 592 U.S. 14, 19 (2020) (per curiam). Here,

the compelled speech at issue—requiring companies

to disclose Scope 3 emissions under SB 253 and opine

on “climate-related financial risks” under SB 261—

imposes immediate, non-compensable harms that ripple into States, where energy, agriculture, and manufacturing sectors form the economic backbone.

10

First, the direct economic costs of compliance

are staggering and irretrievable. SB 253 mandates

that companies with over $1 billion in global revenue

“doing business” in California disclose comprehensive

greenhouse gas emissions, including Scope 1 and 2 by

June 30, 2026, and Scope 3 by 2027, with third-party

assurance requirements escalating costs. See SB 253

§ 2(c).

SB 261 similarly requires biennial reports on

climate risks for firms with $500 million in revenue,

starting January 1, 2026. Estimates peg these obligations will cost billions nationwide, with individual

companies facing hundreds of thousands to millions in

annual expenses for data collection, auditing, and legal review—costs that cannot be recovered through

damages if the laws are later invalidated. SB 261

§ 2(a)(4).

For non-California businesses, that translates

to diverted resources from productive investments. In

Iowa, for example, agricultural giants like John Deere

or Cargill, which operate supply chains tied to fossil

fuels and global logistics, must track indirect emissions from farms and transport networks unrelated to

California operations, imposing unnecessary financial

strain.

Energy firms face amplified burdens as Scope 3

disclosures could require accounting for downstream

consumer emissions, potentially costing the industry

tens of millions while stigmatizing oil and gas activities vital to the state’s $2 trillion economy. See

Chandni Shah, Exxon Sues California over Climate

Disclosure Laws, Reuters (Oct. 25, 2025),

https://perma.cc/4XUM-5EY7 (last visited Nov. 11,

2025). Beyond that, California risks imposing these

burdens on the trillions of dollars in States that have

vital energy industries and are not trying to impose on

those industries massive costs. Indeed, Scope 3 disclosures were so problematic that the SEC dropped them

from its own failed effort at required emissions disclosures. See Lamar Johnson, SEC Drops Scope 3 From

Final Climate Rule, Takes Phased Approach to Scope

1 and 2 Reporting, ESG Dive (Mar. 6, 2025),

11

https://perma.cc/FE2F-E2J6 (last visited Nov. 11,

2025).

Those expenditures are not mere compliance

costs compensable later; they represent sunk investments in speculative reporting that, if unconstitutional, cause permanent economic loss. See Thunder

Basin Coal Co. v. Reich, 510 U.S. 200, 220–21 (1994)

(Scalia, J., concurring) (recognizing that “complying

with a regulation later held invalid almost always produces the irreparable harm of nonrecoverable compliance costs”).

Second, enforcement will distort interstate

markets and chill investment in Amici States’ core industries, creating irreparable competitive disadvantages. By compelling disclosures that label climate

change as an existential risk and force companies to

quantify indirect emissions, California effectively exports its environmental ideology, deterring capital

flows to sectors like fossil fuels, agriculture, and manufacturing prevalent in Republican-led states. Cf. NIFLA, 585 U.S. at 780 (Kennedy, J., concurring) (recognizing the California Legislature’s attempts to unconstitutionally mandate “forward thinking”).

For example, investors may shy away from oil

producers or steel manufacturers if mandated reports

highlight so-called climate vulnerabilities, leading to

reduced stock values, higher borrowing costs, and job

losses—harms that persist even if the laws are later

enjoined as unenforceable. See Thunder Basin, 510

U.S. at 220–21 (Scalia, J., concurring). That chilling

effect mirrors the irreparable injury recognized in

compelled speech cases, where government mandates

alter private expression and market behavior. See NIFLA, 585 U.S. at 776; 303 Creative LLC v. Elenis, 600

U.S. 570, 596 (2023) (“Here, Colorado does not seek to

impose an incidental burden on speech. It seeks to

force an individual to utter what is not in her mind

about a question of political and religious significance.

And that, FAIR reaffirmed, is something the First

Amendment does not tolerate.”) (cleaned up).

Third, the threat of penalties exacerbates this

harm, forcing immediate action despite ongoing

12

litigation. Non-compliance under SB 253 carries fines

up to $500,000 annually, and SB 261 up to $50,000,

incentivizing premature spending on systems that

may prove unnecessary. See SB 253 § 2(f)(2); SB 261

§ 2(e)(2).

While the California Air Resources Board has

delayed final regulations, it has affirmed looming

deadlines, heightening uncertainty and costs for outof-state entities.

Courts routinely find such preemptive burdens

irreparable in stay proceedings. See, e.g., Ohio v. Envtl. Protec. Agency, 603 U.S. 279, 292 (2024). Absent a

stay, these harms accrue imminently, tipping the equities decisively against California, which faces no

comparable injury from delayed enforcement while

the merits are litigated.

B.

California’s Laws Impose Irreparable Sovereign Harm on Other States.

California’s SB 253 and SB 261 also inflict sovereign injury on non-California states, undermining

federalism by allowing one state to dictate national

policy through extraterritorial regulation, thus justifying a stay to preserve the constitutional balance.

Sovereign injury occurs when a state’s actions impair

another’s ability to govern within its borders, as recognized in parens patriae standing doctrine. See Alfred L. Snapp & Son, Inc. v. Puerto Rico ex rel. Barez,

458 U.S. 592, 607 (1982).

Here, California’s Laws apply to any U.S. or foreign company meeting revenue thresholds and

vaguely “doing business” in California. They extend

regulatory tentacles nationwide, conflicting with

other States’ policies and eroding their autonomy over

environmental, economic, and speech regulations.

Primarily, these laws injure sovereign interests

by improperly supplanting States’ tailored regulatory

frameworks. Many States have rejected mandatory

climate disclosures, choosing pro-growth policies that

prioritize energy independence and agricultural innovation without compelled ideological speech.

13

Yet California’s mandates force companies in

those States to comply with California’s viewpoint, requiring disclosures that endorse climate alarmism

and potentially conflict with local laws, like Texas’s

prohibitions on ESG-based investment boycotts. See,

e.g., Tex. Gov’t Code §§ 809.001–.102. California risks

creating a patchwork of obligations, balkanizing national markets and impairing States’ ability to attract

business. This Court has recognized presumptions

against extraterritoriality in state law exist precisely

to prevent such favoritism toward one state’s citizens

over others. See Fran. Tax Bd. of California v. Hyatt,

587 U.S. 230, 246 (2019); Healy v. Beer Inst., 491 U.S.

324, 336–37 (1989); BMW of N. Am., Inc. v. Gore, 517

U.S. 559, 571–72 (1996).

Indeed, “[i]nterstate sovereign immunity is []

integral to the structure of the Constitution.” Hyatt,

587 U.S. at 246. Thus one state cannot unilaterally

subject another to its jurisdiction without consent—a

principle extending to regulatory impositions that

harm quasi-sovereign interests. Id. Enforcement here

nullifies Amici States’ choices, as businesses restructure to comply with California’s Laws, diverting economic activity and tax revenues away from States

with differing priorities. It also invites corporate balkanization, as each State could adopt California’s

strategy to force companies to issue extensive disclosures on matters of special concern to each. And this

Court has recently reaffirmed that the Constitution’s

structure limits “the reach of one State’s power.” Nat’l

Pork Producers Council v. Ross, 598 U.S. 356, 376

(2023)

Indeed, California Laws’ vagueness amplifies

sovereign harm by inviting arbitrary enforcement

that disproportionately burdens out-of-state entities.

Terms like “doing business” in California remain undefined in final regulations, potentially ensnaring

companies with minimal ties, including sales or suppliers, and forcing them into California’s regulatory

orbit. SB 253 § 1(j). Will a company be covered if it

ships a product to the State? If it maintains a website

that’s accessible from the State? If it answers a phone

14

call from a California consumer? Companies are left

to guess.

That extraordinarily extraterritorial reach mirrors invalidated schemes where States attempted to

regulate beyond borders, injuring others’ sovereignty.

See Healy, 491 U.S. at 336–37 (enjoining enforcement

of price-affirmation laws for controlling out-of-state

commerce); Nat’l Pork Prods., 598 U.S. at 376. Amici

States suffer direct injury: reduced policy efficacy, as

firms prioritize California compliance over local incentives, and eroded authority, as California’s Laws implicitly criticize other states’ approaches to climate

and speech. And similar injuries against extraterritorial regulations, emphasizing federalism’s role in constraining “one State’s power to impose burdens” have

been found to unduly burden the interests of other

States. BMW of N. Am., Inc. 517 U.S. at 571–72.

Finally, without a stay, this injury becomes irreparable, as ongoing enforcement entrenches California’s dominance, making reversing course harder.

Courts presume sovereign harm in such cases, granting relief to maintain the status quo. See Maryland v.

King, 567 U.S. 1301, 1304 (2012) (Roberts, C.J., in

chambers) (staying law to avoid irreparable sovereign

injury). A stay here protects Amici States’ autonomy,

ensuring uniform resolution without premature subjugation to one state’s agenda.

CONCLUSION

The Court should grant the Chamber’s application to stay enforcement of California’s Laws SB 253

and SB 261 pending this Court’s determination of certiorari on the merits.

Dated: November 14, 2025

Respectfully submitted,

BRENNA BIRD

Attorney General of Iowa

ERIC H. WESSAN

Solicitor General

Counsel of Record

15

1305 E. Walnut St.

Des Moines, IA 50319

(515) 823-9117

eric.wessan@ag.iowa.gov

Counsel for Amicus State of Iowa

16

ADDITIONAL SIGNATORIES

Steve Marshall

Attorney General of Alabama

Stephen J. Cox

Attorney General of Alaska

Tim Griffin

Attorney General of Arkansas

James Uthmeier

Attorney General of Florida

Chris Carr

Attorney General of Georgia

Raúl R. Labrador

Attorney General of Idaho

Theodore E. Rokita

Attorney General of Indiana

Kris Kobach

Attorney General of Kansas

Rusell M. Coleman

Attorney General of Kentucky

Liz Murrill

Attorney General of Louisiana

Catherine Hanaway

Attorney General of Missouri

Austin Knudsen

Attorney General of Montana

Michael T. Hilgers

Attorney General of Nebraska

Drew Wrigley

Attorney General of North Dakota

17

Dave Yost

Attorney General of Ohio

Gentner Drummond

Attorney General of Oklahoma

Dave Sunday

Attorney General of Pennsylvania

Alan Wilson

Attorney General of South Carolina

Marty Jackley

Attorney General of South Dakota

Jonathan Skrmetti

Attorney General of Tennessee

Derek E. Brown

Attorney General of Utah

Jason S. Miyares

Attorney General of Virginia

John B. McCuskey

Attorney General of West Virginia

Keith G. Kautz

Attorney General of Wyoming