Climate change disclosure comments sought by SEC

By Ken Tysiac

Acting SEC Chair Allison Herren Lee is asking the public to comment on its disclosure rules and guidance related to climate change disclosures as the commission’s staff undergoes a review of those rules.

The request for comments reflects an increased focus on climate-related disclosures under Lee. In February, Lee directed the SEC’s Division of Corporation Finance staff to review the extent to which public companies address the topics identified in 2010 SEC guidance regarding disclosure matters.

Earlier this month, the SEC created a Climate and ESG Task Force in its Division of Enforcement to proactively identify misconduct related to environmental, social, and governance (ESG) issues.

Lee also is asking the SEC staff to evaluate the commission’s disclosure rules for the purpose of facilitating disclosure of consistent, comparable, and reliable information on climate change. In the request for comment, Lee asked for answers to questions that could be useful in this evaluation.

The public can comment on these issues using a webform and an email box created by the SEC. Comments are sought on:

  • Whether and how the SEC’s disclosure rules and guidance on climate change should be modified;
  • Existing disclosure requirements in Regulation S-K and Regulation S-X, or Form 20-F for foreign private issuers;
  • Potential new SEC disclosure requirements; and
  • Potential new disclosure frameworks that the SEC could adopt or incorporate in its disclosure rules.

The SEC is making this push as some investors are showing increased interest in disclosures on climate change and ESG issues.

“Since 2010, investor demand for, and company disclosure of information about, climate change risks, impacts, and opportunities has grown dramatically,” Lee said in a statement. “Consequently, questions arise about whether climate change disclosures adequately inform investors about known material risks, uncertainties, impacts, and opportunities, and whether greater consistency could be achieved.”

Comments are sought by June 13.

Ken Tysiac ( is the JofA’s editorial director.


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