Over the past few years, activist investors have submitted a number of shareholder proposals to major fossil fuel companies concerning issues relating to climate change. Recently, two such investors submitted a proposal...more
On January 24, 2024, Senators Tester (D-Montana) and Sinema (I-Arizona) submitted a letter to the SEC concerning the SEC's proposed “Climate Disclosure Rule,” which would mandate, among other things, disclosures of greenhouse...more
It has been reported--based upon an analysis by Morningstar--that “[i]nvestors pulled $5 billion from U.S. sustainable funds in the fourth quarter [of 2023] for a total of $13 billion last year [2023].” According to the same...more
On January 9, 2024, a Delaware state court judge issued his opinion on the various motions to dismiss filed in the case brought by the State of Delaware against the major fossil fuel companies. (This case is one of...more
Federal Regulatory Developments -
In a recent filing with the Office of Management and Budget, the Securities & Exchange Commission disclosed that the vote by the SEC Commissioners as to whether to issue the SEC’s...more
1/3/2024
/ Climate Change ,
Disclosure ,
Energy Sector ,
Environmental Social & Governance (ESG) ,
Fiduciary Duty ,
Financial Regulatory Reform ,
Financial Services Industry ,
OMB ,
Regulatory Requirements ,
Securities and Exchange Commission (SEC) ,
Sustainability
A number of significant regulatory, legal, market, and ESG-related developments and issues will affect how public companies approach the upcoming year-end reporting process. As in past years, Mintz has prepared an in-depth...more
12/18/2023
/ 10b5-1 Plans ,
Artificial Intelligence ,
Chief Information Security Officer (CISO) ,
Clawbacks ,
Climate Change ,
Corporate Governance ,
Cybersecurity ,
Enforcement Actions ,
Environmental Social & Governance (ESG) ,
Form 10-K ,
Form 8-K ,
Nasdaq ,
Publicly-Traded Companies ,
Reporting Requirements ,
Risk Management ,
Securities and Exchange Commission (SEC) ,
Shareholder Meetings ,
Trading Plans ,
Year-End Planning
The Securities & Exchange Commission recently disclosed, in a filing with the Office of Management and Budget, that the vote by the SEC Commissioners as to whether to issue the SEC's proposed climate disclosures is expected...more
According to a recent ESG report from the Conference Board, the number of major companies issuing climate change risk factor disclosures has increased significantly over the past two years. Specifically, of the companies in...more
Federal Regulatory Developments -
The SEC has still not issued its final climate-related disclosure rule (originally proposed in March 2022), despite prior indications that it would do so in the fall of 2023. Recently, SEC...more
Federal Regulatory Developments -
On September 20, 2023, the SEC approved amendments to the “Names Rule,” which had initially been proposed in May 2022. This rule requires investment funds to “adopt a policy to invest at...more
11/3/2023
/ Administrative Procedure Act ,
Climate Change ,
Department of Labor (DOL) ,
Disclosure Requirements ,
Energy Sector ,
Environmental Social & Governance (ESG) ,
Greenhouse Gas Emissions ,
Investment Advisers Act of 1940 ,
Investment Company Act of 1940 ,
Investment Funds ,
Sustainability
The Mintz Environmental, Social, and Governance (ESG) Working Group developed this ESG primer to provide an overview of the current state of affairs in the United States with respect to the ESG issues that businesses...more
10/30/2023
/ Affirmative Action ,
Antiboycott Requirements ,
Boycotts ,
CFTC ,
Climate Change ,
Corporate Governance ,
Employee Retirement Income Security Act (ERISA) ,
Enforcement ,
Environmental Social & Governance (ESG) ,
Fossil Fuel ,
Greenhouse Gas Emissions ,
Greenwashing ,
Net Zero ,
New Regulations ,
Rulemaking Process ,
SCOTUS ,
Securities and Exchange Commission (SEC) ,
Shareholders ,
State and Local Government ,
Students for Fair Admissions v Harvard College ,
Students for Fair Admissions v University of North Carolina
Earlier this week, the SEC's Division of Examinations released its 2024 examination priorities. While many of these priorities are expected, and reflect the goals articulated by the SEC in prior years, there is a noticeable...more
On October 7, 2023, Governor Gavin Newsom of California signed into law two climate disclosure bills passed by the California Legislature. These laws now require that "by January 1, 2025 . . . businesses with total annual...more
On September 15, 2023, California filed a lawsuit against the major oil companies, presenting claims under a variety of theories, including public nuisance and false advertising. This lawsuit is similar to ones filed by...more
Yesterday, September 26, 2023, Senator Elizabeth Warren (D-MA), along with six other Democratic Senators and eighteen Democratic Congressmen, sent a letter to SEC Chairman Gensler concerning the SEC's proposed climate...more
On September 12, 2023, SEC Chairman Gensler testified before the Senate concerning a number of significant issues for the SEC. Among them was the SEC's still-pending rule on climate risk disclosures, which was first proposed...more
It has been publicly reported that the SEC's Enforcement Division has been "sen[ding] document requests, including subpoenas" to asset managers in connection with ESG marketing. This development is entirely unsurprising, as...more
Today, a state court judge in Montana issued a long-awaited ruling in which the court found that the "Plaintiffs have a fundamental constitutional right to a clean and healthful environment, which includes climate as part of...more
This week, the Securities & Exchange Commission indicated--through an update to a GSA website --that the proposed climate change disclosure rule would likely be finalized and released in October 2023. This date is congruent...more
Much of the current debate about ESG initiatives and how companies consider the impact of climate change on their operations appears to operate in a vacuum, untethered to the real world, where pundits and politicians opine on...more
Today, the Supreme Court denied the writ of certiorari filed by the major oil companies in a pair of significant climate change cases. Specifically, the fossil fuel companies had sought review of a decision by the Third...more
About two weeks ago, former SEC Commissioner Robert Jackson, currently a professor at NYU Law, stated during an April 27 webinar hosted by a carbon accounting firm that "it looks like the [climate disclosure] rule is going to...more
It has been publicly reported that the Biden Administration's EPA will shortly "announce limits on greenhouse gas emissions from power plants that could compel them to capture the pollution from their smokestacks." In...more
4/25/2023
/ Biden Administration ,
Carbon Capture and Sequestration ,
Clean Energy ,
Climate Change ,
Energy Sector ,
Environmental Protection Agency (EPA) ,
Greenhouse Gas Emissions ,
Natural Gas ,
Power Plants ,
Proposed Regulation ,
Renewable Energy ,
Securities and Exchange Commission (SEC)
SEC Commissioner Lizarraga, one of the recent Democratic appointees to the Securities & Exchange Commission, delivered a speech on April 18 at the annual public policy symposium of the North American Securities Administrators...more
Last week, SEC Chairman Gensler testified before the House Committee on Financial Services. As part of his talk, which addressed a number of topics--including, inter alia, artificial intelligence and crypto--Chairman Gensler...more