A number of U.S. public companies have recently found themselves in a surprising place: trapped in visible and charged debates with politicians over internal corporate and investment policies.
Continue Reading Public Companies and Politics: How to Co-Exist
Selected Issues for Boards of Directors in 2023
By Cleary Gottlieb on
We have once again asked our colleagues from around our firm to boil down the issues in their fields that boards of directors and senior management of public companies will be facing in the coming year. In the following pages, we present the results for 2023 – focused updates on 18 topics that will surely feature at the top of board agendas throughout the year.Continue Reading Selected Issues for Boards of Directors in 2023
New DOL Guidance on ESG and Proxy Voting
By Michael Albano & Elizabeth Dyer on
The Department of Labor released its final rule clarifying the application of ERISA’s fiduciary duties to the selection of investments and investment courses of action, including with respect to the consideration of ESG factors and the exercise of shareholder rights. Please click the link below for a high-level overview of the final rule, which discusses…
Cleary Submits Comments on SEC Climate Proposal
By Cleary Gottlieb on
Posted in ESG, SEC Guidance
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.
Continue Reading Cleary Submits Comments on SEC Climate Proposal
Proposed SEC Climate-related Disclosure Rules
By Cleary Gottlieb on
On April 21, 2022, Cleary Gottlieb partners Nicolas Grabar and Francesca Odell, and associate Shuangjun Wang participated in the Governance Watch Webcast, “Briefing on Proposed SEC Climate-Related Disclosure Rules,” organized by Cleary and The Conference Board ESG Center.
The discussion focused on the long-awaited SEC proposal on climate-related disclosure rules, how companies should get…
The SEC Climate Disclosure Proposal – Top Ten Issues for Comment
By Cleary Gottlieb on
The SEC’s proposal to require climate-related disclosures is almost surely headed for adoption. We think moderating it in key respects will make it more effective, and we have developed a Top Ten List of points for comment. The list focuses on areas where the SEC may have gone too far, getting ahead of what investors…
The SEC’s Climate Proposal – Top Points for Comment
By Nick Grabar, Lillian Tsu & Nikta Daijavad on
The SEC published in March 2022 a dauntingly complex proposal to require public companies to provide climate-related disclosures.[1] The period for public comment on the proposal is very short, and it seems clear that a majority of the Commission is determined to proceed quickly.
Continue Reading The SEC’s Climate Proposal – Top Points for Comment
Beyond Just “Green”: The EU Taxonomy as a Traffic Light – From Red, to Amber, to Sustainable
By Cleary Gottlieb on
Posted in Boards of Directors, ESG
On March 29, 2022, the European “Platform on Sustainable Finance” expert group published its report on a future “Extended Environmental Taxonomy”.
In 2020, the “Taxonomy Regulation” established a general framework to determine if a given economic activity (and any related investments and financial products) may qualify as environmentally sustainable.
The report…
SEC’s Proposed Climate-Related Disclosure Rules: New Requirements Added to Regulation S-K
By Cleary Gottlieb on
On March 21, 2022, the U.S. Securities and Exchange Commission issued for public comment a rule proposal that, if adopted, would require reporting companies to provide certain climate-related information in their registration statements and annual reports filed with the SEC. Specifically, the proposed rules would require:
- A new section in annual reports and registration statements
…
SEC’s Proposed Climate-Related Disclosure Rules: GHG Emissions Disclosure Requirements
By Cleary Gottlieb on
On March 21, 2022, the U.S. Securities and Exchange Commission issued for public comment a rule proposal that, if adopted, would require reporting companies to provide certain climate-related information in their registration statements and annual reports filed with the SEC. Specifically, the proposed rules would require:
- A new section in annual reports and registration statements
…