The proposed rules would require significant, detailed new climate-related disclosures in annual reports and prospectuses.

On March 21, 2022, by a 3-1 vote, the US Securities and Exchange Commission (the SEC or the Commission) proposed rules that would require registrants, including both domestic and foreign private issuers, to include climate-related information in registration statements and annual reports. In summary, the proposed rules would require significant, detailed new narrative disclosures in the body of annual reports and prospectuses as well as new disclosures in the audited notes to annual financial statements and, for certain companies, a new attestation report by an independent outside expert relating to additional quantitative disclosures on greenhouse gas (GHG) emissions. The proposed rules are modeled in part on the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD) and also draw upon the GHG Protocol.