On September 10, 2024, the SEC settled charges against Keurig for "incomplete and inaccurate" ESG disclosures about the recyclability of Keurig's K-Cup pods, signaling a continued focus on environmental-related disclosures...more
The Council of the European Union ("EU") approved the Corporate Sustainability Due Diligence Directive ("CS3D") on March 15, 2024. The CS3D contains due diligence and governance obligations that will have an extensive impact...more
3/20/2024
/ Due Diligence ,
Environmental Social & Governance (ESG) ,
EU ,
EU Directive ,
European Commission ,
Financial Institutions ,
Green Deal ,
Regulatory Agenda ,
Reporting Requirements ,
Risk Assessment ,
Sustainability
In a watershed moment for green and sustainability-linked bonds, on November 30, 2023, the Regulation on European Green Bonds ("EuGB Regulation") was published in the Official Journal of the European Union ("EU")....more
The EU’s Corporate Sustainability Reporting Directive (“CSRD”) requires the most detailed and onerous ESG reporting and disclosures anywhere in the world. All told, it is estimated that more than 50,000 companies, including...more
9/21/2023
/ Air Pollution ,
Biodiversity ,
Climate Change ,
Disclosure Requirements ,
Due Diligence ,
Environmental Social & Governance (ESG) ,
EU ,
European Commission ,
Parent Corporation ,
Proposed Regulation ,
Proposed Rules ,
Sustainability ,
Water
ESG issues are front and centre in many sectors and many boardrooms. The UK real estate sector is no exception. Unsurprisingly, the principal focus has been on the “E”, with the environmental aspects of developing and...more
In Short -
The Situation: Certain large companies incorporated in the European Union ("EU") are already required to disclose nonfinancial information under the current EU regulatory framework. Two upcoming EU...more
As discussed in Jones Day's March 2022 Alert, the SEC has proposed climate-related disclosure rules. If adopted as proposed, the Proposed Rules would depart from the SEC's historical regulation of SEC-reporting FPIs, which...more
7/1/2022
/ Climate Change ,
Corporate Governance ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Foreign Private Issuers ,
Proposed Rules ,
Regulatory Agenda ,
Regulatory Reform ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Task Force on Climate-related Financial Disclosures (TCFD)
We believe our proposed changes support all market participants' common objectives of investor protection and fair and efficient capital markets.
...more
6/20/2022
/ Capital Markets ,
Climate Change ,
Corporate Governance ,
Corporate Social Responsibility ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Investment ,
Investor Protection ,
Publicly-Traded Companies ,
Regulatory Agenda ,
Regulatory Reform ,
SEC Comment Letter Process ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
The U.S. Securities and Exchange Commission's ("SEC") Climate and ESG Task Force has filed one of its most significant enforcement matters to date. On April 28, 2022, the SEC brought an action in the U.S. District Court for...more
A JONES DAY TALKS® Encore Presentation.
From May 2021.
The European Central Bank's decision to establish a Climate Change Center and invest in a green bond fund launched by the Bank for International Settlements reflects the...more
The Situation: A number of shareholder derivative lawsuits in federal court have been filed seeking to hold directors and officers of major companies accountable for alleged failures to uphold their companies' stated...more
7/20/2021
/ Board of Directors ,
Corporate Governance ,
Derivative Suit ,
Disclosure Requirements ,
Diversity and Inclusion Standards (D&I) ,
Environmental Social & Governance (ESG) ,
Forum Selection ,
Motion to Dismiss ,
Securities Regulation ,
Securities Violations ,
Shareholder Litigation ,
Shareholders
Intensifying demands from regulators, investors, and the public for attention to environmental, social, and governance ("ESG") considerations presents a key challenge for risk managers, particularly those in the financial...more
After June 30, 2021, large asset managers will no longer have the option to "explain" noncompliance with Article 4 of EU Regulation (EU) 2019/2088 on sustainability‐related disclosures in the financial services sector...more
The European Central Bank's decision to establish a Climate Change Center and invest in a green bond fund launched by the Bank for International Settlements reflects the growing importance of climate change, and ESG more...more
Following in the footsteps of its international counterparts, the Australian Prudential Regulation Authority ("APRA") is ramping up its guidance on the management of climate-related risks.
On 22 April 2021, APRA released...more
The Situation: Given the negative impact that sustainability-related risks can have on investment returns, investors, banks, and borrowers alike are increasingly focusing on environmental, social, and governance ("ESG")...more
On February 24, 2021, Securities and Exchange Commission ("SEC") Acting Chair Allison Herren Lee issued a Statement on the Review of Climate-Related Disclosure in which she directed the SEC's Division of Corporation Finance...more
The Background: Demand for environmental, social, and governance ("ESG")-aligned companies and investment products is transforming the investing landscape. Financial institutions will be at the forefront of this change, as...more
The Situation: The New York State Department of Financial Services ("DFS") and the European Banking Authority ("EBA") have published guidance relating to Environmental, Social, and Corporate Governance ("ESG")...more
Compliance with new Regulation Best Interest ("Regulation BI") need not prevent environmental, social, and governance ("ESG") investing, but beware of new proposed restrictions for some.
As of June 30, 2020,...more
9/28/2020
/ Broker-Dealer ,
Department of Labor (DOL) ,
Employee Retirement Income Security Act (ERISA) ,
Environmental Social & Governance (ESG) ,
Fiduciary Duty ,
Financial Services Industry ,
Investment Adviser ,
Investors ,
Regulation Best Interest ,
Regulation BI ,
Securities and Exchange Commission (SEC)
On July 19, 2020, the Legal High Committee for Financial Markets of Paris ("HCJP") issued a report on social and environmental responsibility of companies and their managers under French law. This report was initiated based...more
Takeaways from this discussion:
• Green bond issuance is surging worldwide, surpassing US$257 billion in 2019.
• Major corporates, including many not usually associated with climate initiatives, are bringing green...more
7/22/2020
/ Climate Change ,
Convertible Bonds ,
Energy Projects ,
Energy Sector ,
Environmental Social & Governance (ESG) ,
EU ,
Green Bonds ,
Green Finance ,
Greenwashing ,
Investors ,
Liability ,
Project Finance ,
Renewable Energy ,
Reporting Requirements
The Investor Advisory Committee of the U.S. Securities and Exchange Commission ("SEC") recently recommended that the SEC promulgate specific disclosure policies regarding environmental, social, and governance ("ESG") topics...more
Since the introduction of environmental, social, and governance ("ESG") investing, the environmental and governance aspects have garnered significantly more focus. Issues such as climate change (under the "E") and board...more
With the global spread of the coronavirus (COVID-19) pandemic and the lockdown measures imposed by governments across the world, international capital markets participants are looking for financings to address the social and...more