In another step forward on the SEC’s path to a full ESG disclosure framework, on September 22, 2021, staff at the Division of Corporation Finance released a Sample letter to companies on climate change disclosure, based on 2010 orientation on climate change.
Corp Fin notes that it is selectively reviewing filings to review and improve disclosure requirements and that the published letter is demonstrative of the type it could send to a company about its climate change disclosures, or to inquire about the absence of such disclosures. Of course, Corp Fin would take company specific issues into account when writing such a letter – the sample is nothing more than guidance on what companies can expect.
Although one can anticipate one-off events, at least currently, companies that have significant operations in areas already severely affected by meteorological events (eg fires, floods, etc.); companies in sectors that present significant environmental risks; and issuers or reporters who have undertaken meaningful voluntary reports outside of their periodic reports, without incorporating that disclosure into their documents with the SEC, are all at a significantly higher risk of receiving a letter like the sample released by Corp End. As a result, it may be helpful to review existing information or to consider now whether a voluntary disclosure should be related or meaningfully incorporated in the documents filed with the SEC.
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