In a move that perhaps comes as no surprise, on March 27, 2025, the Securities and Exchange Commission (“SEC” or “the Commission”) issued Press Release 2025-58 announcing it had voted to end its defense of its climate-related...more
In early March 2024, the U.S. Securities and Exchange Commission (“SEC”) finalized its climate-related disclosures rule (The Enhancement and Standardization of Climate-Related Disclosures for Investors) (the “Final Rule”)....more
With Trump’s impending inauguration, significant shifts in Environmental, Social, and Governance (ESG) policies domestically are expected, as is the overall cultural and corporate mood for ESG. Companies can anticipate a...more
1/16/2025
/ California ,
Climate Change ,
Compliance ,
Corporate Governance ,
Environmental Social & Governance (ESG) ,
Greenwashing ,
Securities and Exchange Commission (SEC) ,
Securities Litigation ,
Shareholders ,
State Attorneys General ,
Sustainability
The first half of 2024 was eventful in the world of environmental, social and governance (“ESG”). Although ESG continued to lose the market tailwinds that have pushed it forward in recent years, regulatory pressures both...more
10/18/2024
/ Corporate Governance ,
Corporate Social Responsibility ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Federal Trade Commission (FTC) ,
Greenwashing ,
Non-Compete Agreements ,
Proxy Season ,
Securities and Exchange Commission (SEC) ,
Shareholders ,
Sustainability
After much anticipation, on March 6, 2024, the Securities and Exchange Commission (“SEC” or the “Commission”) released its Final Rule—The Enhancement and Standardization of Climate-Related Disclosures for Investors—mandating...more
3/29/2024
/ Business Development Companies ,
Carbon Emissions ,
Climate Change ,
Corporate Governance ,
Disclosure Requirements ,
Final Rules ,
Foreign Issuers ,
Form S-8 ,
MD&A Statements ,
PSLRA ,
Regulation S-K ,
Safe Harbors ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act
Following a nearly two-year wait, the Securities and Exchange Commission (“SEC” or “Commission”) released its Final Rule—The Enhancement and Standardization of Climate-Related Disclosures for Investors—on March 6, 2024. The...more
3/18/2024
/ Administrative Stay ,
Corporate Governance ,
Corporate Social Responsibility ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Final Rules ,
Greenhouse Gas Emissions ,
Publicly-Traded Companies ,
Regulation S-K ,
Regulation S-X ,
Securities and Exchange Commission (SEC)
Following a nearly two-year wait, the Securities and Exchange Commission (“SEC” or “Commission”) released its Final Rule—The Enhancement and Standardization of Climate-Related Disclosures for Investors—on March 6, 2024. The...more
3/8/2024
/ Corporate Governance ,
Corporate Social Responsibility ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Final Rules ,
Greenhouse Gas Emissions ,
Publicly-Traded Companies ,
Regulation S-K ,
Regulation S-X ,
Renewable Energy ,
Securities and Exchange Commission (SEC) ,
Task Force on Climate-related Financial Disclosures (TCFD)
ExxonMobil (“Exxon”) filed a complaint in the U.S. District Court for the Northern District of Texas on Sunday, January 21, 2024, seeking a declaratory judgment to exclude a shareholder proposal from its proxy statement...more
Welcome to Vinson & Elkins’ Securities and ESG Updates. Our aim is to provide insights into notable developments in securities reporting and the environmental, social and governance space over the quarter and, where...more
10/13/2023
/ Artificial Intelligence ,
BlackRock ,
Carbon Emissions ,
Clawbacks ,
Climate Change ,
Corporate Governance ,
Corporate Transparency Act ,
Cybersecurity ,
Disclosure Requirements ,
Diversity and Inclusion Standards (D&I) ,
Environmental Social & Governance (ESG) ,
Greenwashing ,
Insider Trading ,
NYSE ,
Private Funds ,
Publicly-Traded Companies ,
Quarterly Report ,
Reporting Requirements ,
Rule 10b-5 ,
Securities and Exchange Commission (SEC) ,
Task Force on Climate-related Financial Disclosures (TCFD)
As public companies anticipate the Securities and Exchange Commission’s (“SEC”) final climate disclosure rules, which are expected to be released sometime fourth quarter of 2023, California has beaten the federal government...more
As public companies anticipate the Securities and Exchange Commission’s (“SEC”) final climate disclosure rules, which are expected to be released sometime fourth quarter of 2023, California has beaten the federal government...more
9/28/2023
/ California ,
CARB ,
Carbon Emissions ,
Climate Change ,
Corporate Social Responsibility ,
Department of Insurance ,
Disclosure Requirements ,
Greenhouse Gas Emissions ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Task Force on Climate-related Financial Disclosures (TCFD)
On September 20, 2023, the SEC adopted final amendments to Rule 35d-1 of the Investment Company Act of 1940 (the “Names Rule”). Under the Names Rule, originally adopted in 2001, funds registered under the Investment Company...more
9/26/2023
/ Deceptive Intent ,
Environmental Social & Governance (ESG) ,
Greenwashing ,
Investment Company Act of 1940 ,
New Amendments ,
Recordkeeping Requirements ,
Registered Funds ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Truth in Advertising ,
Unregistered Funds
Welcome to Vinson & Elkins’ Securities and ESG Updates. Our aim is to provide insights into notable developments in securities reporting and the environmental, social and governance space over the quarter and, where...more
7/13/2023
/ C&DIs ,
Climate Change ,
COSO ,
Cybersecurity ,
Disclosure Requirements ,
Diversity ,
Divestment ,
Environmental Justice ,
Environmental Social & Governance (ESG) ,
Greenwashing ,
Nasdaq ,
No-Action Letters ,
NYSE ,
Proxy Season ,
Repurchases ,
Risk Management ,
Securities and Exchange Commission (SEC) ,
Shareholders ,
Universal Proxy Cards
Welcome to Vinson & Elkins’ Securities and ESG Updates. Our aim is to provide insights into notable developments in securities reporting and the environmental, social and governance space over the quarter and, where...more
4/4/2023
/ 10b5-1 Plans ,
Brokers ,
Climate Change ,
Disclosure Requirements ,
Diversity ,
Environmental Social & Governance (ESG) ,
Insider Trading ,
Investors ,
Nasdaq ,
Non-Voting Shares ,
Proxy Season ,
Securities and Exchange Commission (SEC) ,
Task Force on Climate-related Financial Disclosures (TCFD)
On November 28, 2022, the Council of the European Union (“EU”) approved the Corporate Sustainability Reporting Directive (“CSRD”), following adoption of the CSRD by the EU Parliament on November 10, 2022 — a major move toward...more
The Federal Acquisition Regulatory Council (“FAR Council”) published a proposed rule in the Federal Register on November 14, 2022, that would create several significant compliance obligations for federal contractors....more
12/7/2022
/ Compliance ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Federal Acquisition Regulations (FAR) ,
Federal Contractors ,
Federal Register ,
Greenhouse Gas Emissions ,
Investors ,
Popular ,
Proposed Rules ,
Securities and Exchange Commission (SEC)
A technological error in the online comment portal on sec.gov has prevented the Securities and Exchange Commission (“SEC”) from receiving comments on twelve rule proposals (the “Affected Proposals”), according to a new SEC...more
On March 21, 2022, the SEC issued a Proposing Release setting out sweeping new requirements for climate change disclosures. If finalized as proposed, these climate disclosure rules would require dramatic changes to corporate...more
4/11/2022
/ Climate Change ,
Corporate Governance ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Greenhouse Gas Emissions ,
ICFR ,
Proposed Rules ,
Regulation S-K ,
Risk Management ,
Securities and Exchange Commission (SEC) ,
Task Force on Climate-related Financial Disclosures (TCFD)
The Securities and Exchange Commission (“SEC”) released a proposed rule on March 21, 2022, that would require U.S. and foreign private issuers to provide certain climate-related information in their registration statements...more