On March 21, 2022, the U.S. Securities and Exchange Commission (SEC) voted 3:1, with only Commissioner Hester Peirce dissenting, to propose long-awaited rules that, if adopted, would require extensive reporting by public companies of climate change-related disclosure and related attestation (the “Proposal”). Comments on the Proposal are due 30 days after publication in the Federal Register or May 20, 2022 (which is 60 days after issuance), whichever is later.

In a departure from existing “principles-based” disclosure requirements rooted in materiality, the SEC proposed rules that are prescriptive and intended to provide investors with consistent and comparable data, despite recent evidence that a significant majority of companies questioned by SEC staff currently do not find climate change-related physical or transition risks to be material to their businesses.

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