As you are likely aware, the SEC published in March 2022 an ambitious proposal to require public companies to provide climate-related disclosures. If the proposal is adopted – which seems likely, at least in some form – it will place heavy new demands on public companies and require them to provide climate-related information in their registration statements and annual reports filed with the SEC.

We wanted to bring to your attention our involvement in three comment letters on the SEC’s proposal:

• On June 16, Cleary submitted a detailed comment letter on the proposal. Our letter focused on three major areas we believe were not given sufficient consideration in the proposal: (1) coordination across markets and geographies, (2) attractiveness of U.S. public markets and (3) flexibility.  The comment letter builds on our client memo “The SEC Climate Disclosure Proposal – Top Ten Issues for Comment.”
• Cleary’s Senior Counsel Alan Beller, who was formerly the Director of the SEC Division of Corporation Finance and a Senior Counsel to the Commission, led a comment letter focused on similar issues.
• Alan also joined Giovanni Prezioso (Cleary Partner and former SEC General Counsel), David Becker (Cleary Senior Counsel and former SEC General Counsel) and Ed Greene (Cleary Senior Counsel, former SEC General Counsel and former Director of the SEC Division of Corporation Finance), as well as a number of other former SEC officials, in signing a comment letter on the issue of the SEC’s authority to require additional climate-related disclosure.

Copies of the comment letters can be obtained via the links above. If you have any questions about the SEC’s new proposed rules on climate-related disclosures or about any other climate, sustainability or ESG-related issues, please feel free to reach out to your regular contacts at the firm.