The Adopting Release’s inaction on ESG disclosures drew dissension from two SEC Commissioners.
By Paul A. Davies, Paul M. Dudek, Ryan J. Maierson, and Kristina S. Wyatt
Background
On August 26, 2020, the US Securities and Exchange Commission (SEC or Commission) adopted amendments to Regulation S-K — the key rules guiding companies’ disclosures in registration statements and periodic reports filed with the SEC.[1] Specifically, the Commission amended Items 101, 103, and 105 of Regulation S-K, relating to registrants’ description of their business, legal proceedings, and risk factors. The Adopting Release explained that the amendments were intended to improve disclosures for investors and ease compliance burdens for companies.