Legislation to “prevent corporate greenwashing” by requiring major companies doing business in California to publicly disclose their scope 1, 2 and 3 greenhouse gas (GHG) emissions has cleared two critical committees....more
The U.S. Securities and Exchange Commission’s (SEC) proposed amendments on climate-related disclosures would require public companies, or “registrants,” to provide detailed climate-related information in their registration...more
Recent rulings in the United States and overseas, coupled with the Securities and Exchange Commission’s (SEC) recently proposed disclosure rules covering climate-risk disclosures, underscore the attention boards of directors...more
On March 30, 2022, the U.S. Securities and Exchange Commission’s (SEC) Division of Examinations (the “Division”) released its 2022 examination priorities. The Division announced an enhanced focus on five “significant areas”:...more
The U.S. Securities and Exchange Commission’s (SEC) Division of Examinations (the “Division”), on March 30, 2022, released its 2022 examination priorities (the “Division’s 2022 priorities”), highlighting the “annual...more
Materiality in the context of the federal securities laws has been a topic of repeated focus by the Securities and Exchange Commission (SEC) and the courts over the years. That attention, however, has not necessarily produced...more
Key Points -
On Monday, March 21, 2022, the SEC in a 3-1 vote proposed amendments to require public companies to provide certain climate-related information in their registration statements and annual reports. The...more
Key Points -
Proposed amendments bolster cyber disclosure and incident reporting requirements to better inform investors about a company’s risk management, strategy and governance relative to cyber issues.
Under the...more
Key Points -
Proposed amendments bolster cyber disclosure and incident reporting requirements to better inform investors about a company’s risk management, strategy and governance relative to cyber issues. ...more
With 2022 underway, the Biden-Harris administration is continuing to implement its “whole-of-government” response to climate change. In 2021, the administration focused on building public-private partnerships on clean energy,...more
2/8/2022
/ Biden Administration ,
Clean Power Plan ,
Climate Change ,
Department of Energy (DOE) ,
Environmental Policies ,
Environmental Protection Agency (EPA) ,
Greenhouse Gas Emissions ,
NHTSA ,
Oil & Gas ,
Proxy Season ,
Securities and Exchange Commission (SEC)
Gary Gensler, Chair of the U.S. Securities and Exchange Commission (SEC), signaled a new era of cybersecurity law (and accompanying enforcement) in his keynote address “Cybersecurity and Securities Laws” on January 24, 2022,...more
On November 3, 2021, the U.S. Securities and Exchange Commission (SEC) issued a Staff Legal Bulletin (SLB 14L) limiting the ability of public companies to exclude from proxy statements shareholder proposals that relate to...more
11/9/2021
/ Corporate Governance ,
Environmental Social & Governance (ESG) ,
Institutional Shareholder Services (ISS) ,
New Guidance ,
Ordinary Business Exception ,
Proxy Season ,
Proxy Statements ,
Publicly-Traded Companies ,
Rule 14a-8 ,
Securities and Exchange Commission (SEC) ,
Shareholder Proposals
On Thursday, November 4, proxy advisory firm Institutional Shareholder Services (ISS) launched an open comment period on 16 proposed policy changes. The request for comment grouped the proposed changes within five general...more
11/9/2021
/ Climate Change ,
Comment Period ,
Corporate Governance ,
Disclosure Requirements ,
Diversity and Inclusion Standards (D&I) ,
Greenhouse Gas Emissions ,
Institutional Shareholder Services (ISS) ,
Proxy Season ,
Proxy Voting Guidelines ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Task Force on Climate-related Financial Disclosures (TCFD) ,
Voting Rights
On October 20, 2021, during a webcast hosted by Principles for Responsible Investment and the London Stock Exchange Group (LSEG), Allison Herren Lee, Commissioner at the U.S. Securities and Exchange Commission (Commission),...more
Last week, the Division of Corporation Finance (Corp Fin) of the Securities and Exchange Commission (SEC) published an illustrative letter that provides samples of comments, which the SEC may issue to companies regarding...more
On Friday, August 6, 2021, the U.S. Securities and Exchange Commission (SEC) issued an order (the “Order”) approving certain rule changes proposed by The Nasdaq Stock Market LLC (“Nasdaq”), which will require companies listed...more
In a speech last week before the Principles for Responsible Investment’s “Climate and Global Financial Markets” Webinar, the Securities and Exchange Commission’s (SEC) Chair Gary Gensler made another case for mandatory...more
Gary Gensler, Chair of the U.S. Securities and Exchange Commission (SEC), has asked the SEC staff to consider issuing new rules that would require fund managers to disclose the criteria and underlying data used in marketing...more
On Wednesday, May 26, 2021, a series of events transpired that could have long-lasting impacts on the energy industry and which seem likely to accelerate that industry’s evolving responses to environmental, social and...more
The U.S. House of Representatives has approved a bill backed by President Biden supporting the Corporate Governance Improvement and Investor Protection Act (the “Act”), H.R. 1187. The Act supports the Securities and Exchange...more
According to media reports, during last week’s annual Conference on Financial Market Regulation—hosted jointly by the Securities and Exchange Commission’s (SEC) Division of Economic and Risk Analysis, Lehigh University and...more
The Securities and Exchange Commission’s (SEC, or Commission) Division of Examinations (Division) recently issued a Risk Alert highlighting staff observations from examinations of investment advisers, registered investment...more
In the wake of the Securities and Exchange Commission’s (SEC or “Commission”) recent request for comment on climate change disclosures and actions related to environmental, social and governance (ESG) matters, Commissioner...more
The Securities and Exchange Commission (SEC) is seeking public comment on climate change disclosures. Acting SEC Chair Allison Herren Lee issued a statement requesting public input in connection with a speech delivered on...more
The Securities and Exchange Commission (SEC) continued to build on its climate and environmental, social and governance (ESG) agenda last week. On March 3, the SEC’s Division of Examinations announced the release of its 2021...more