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Home » SEC Adopts Comprehensive Package of Climate-Related Disclosure Rules; Scope 3 Emission Metrics Excluded

SEC Adopts Comprehensive Package of Climate-Related Disclosure Rules; Scope 3 Emission Metrics Excluded

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By Arthur Don, Barbara A. Jones, David Mandelbaum & Marc M. Rossell on March 13, 2024
Posted in Environmental, Environmental Social & Governance (ESG), Featured, Greenhouse Gas

On March 6, 2024, the Securities and Exchange Commission (SEC) adopted by a 3-2 vote a series of new and extensive disclosure rules that will require all registered companies, including FPIs, to include detailed climate-related information in their registration statements and periodic reports, and climate-related financial statement metrics in a note to their audited financial statements. Following the rule’s initial proposal in March 2022, the SEC received a record-setting 24,000+ comment letters and has spent the intervening period considering key aspects of the proposed rules, particularly with respect to disclosure metrics and requirements for GHG emissions.

Continue reading the full GT Alert.

Tags: Environmental Social & Governance, ESG, GHG, greenhouse gas, GT Insight, SEC
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Photo of Arthur Don Arthur Don

Arthur Don has more than 45 years of experience representing public and private investment companies, money managers and investment advisers, mutual funds and their independent directors, private investment funds (including private equity funds and real estate funds), and broker-dealers. His practice focuses on…

Arthur Don has more than 45 years of experience representing public and private investment companies, money managers and investment advisers, mutual funds and their independent directors, private investment funds (including private equity funds and real estate funds), and broker-dealers. His practice focuses on regulatory structuring and compliance matters, governance, and sophisticated securities matters and transactions.

Throughout his career, Arthur has represented some of the nation’s most well-known and successful investment managers. His decades-long experience in the investment management arena enables him to provide bespoke counseling and strategies.

In addition, Arthur has represented issuers and underwriters in numerous public offerings. He frequently advises on independent director fiduciary duties and compliance policy issues and the implementation of ESG (Environmental, Social, and Governance) principles.

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Photo of Barbara A. Jones Barbara A. Jones

Barbara A. Jones is Co-Managing Shareholder of the firm’s Los Angeles office and a member of the firm’s Global Corporate practice. Barbara serves as Chair of the firm’s interdisciplinary Blockchain & Digital Assets practice. Barbara maintains a diverse corporate and securities law practice

…

Barbara A. Jones is Co-Managing Shareholder of the firm’s Los Angeles office and a member of the firm’s Global Corporate practice. Barbara serves as Chair of the firm’s interdisciplinary Blockchain & Digital Assets practice. Barbara maintains a diverse corporate and securities law practice across industry groups, emphasizing complex international and domestic transactions, including private and public financings, dual listings, mergers and acquisitions, strategic collaborations and joint ventures, and licensing transactions. She serves as a trusted advisor to public and private company boards of directors on governance matters and complex regulatory reporting and compliance issues. Barbara’s clients include financial institutions, private equity and venture capital groups, and public and private companies in emerging technology, life sciences and biotechnology, defense and security, blockchain and digital assets, telecommunications, information technology, energy (traditional and renewable), mining, media, entertainment and sports. Barbara also represents Olympic and professional athletes and sports-related organizations.

Barbara practiced U.S. law in London from 1990 through 1997 with Sullivan & Cromwell, LLP, and headed the international capital markets practice of Kirkland & Ellis LLP from 1999 to 2003 before relocating to Boston. From 1997 to 1999, she served as Vice-President, Assistant General Counsel and Regional Counsel for capital markets with J.P. Morgan Securities Ltd. in Europe, the Middle East and Africa. Since returning to the U.S., she has continued to actively represent public and private companies, private equity groups and investment banks in the European, Scandinavian, African and greater Asian markets, including China.

Barbara is a past chair of the ABA’s Subcommittee on International Securities Matters. She is a frequent speaker at conferences relating to cross-border securities matters, strategic alternatives, and digital asset structures. She serves on the Government of Bermuda’s Global FinTech Advisory Board.

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Photo of David Mandelbaum David Mandelbaum

David G. Mandelbaum represents clients facing problems under environmental laws. He regularly represents clients in lawsuits and also has helped clients achieve satisfactory outcomes through regulatory negotiation or private transactions. A Fellow of the American College of Environmental Lawyers, David teaches Superfund, and…

David G. Mandelbaum represents clients facing problems under environmental laws. He regularly represents clients in lawsuits and also has helped clients achieve satisfactory outcomes through regulatory negotiation or private transactions. A Fellow of the American College of Environmental Lawyers, David teaches Superfund, and Oil and Gas Law in rotation at the Temple University Beasley School of Law as well as an environmental litigation course at Suffolk (Boston) Law School.

Since United States v. Atlas Minerals, the first multi-generator Superfund contribution case to go to trial in 1993, Mr. Mandelbaum has been engaged in matters involving allocation of costs among responsible parties, especially under the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA).  He has tried large cases and resolved others as lead counsel.  He has written, spoken, and taught extensively on the subject.  More recently he also has been engaged to assist lead counsel from this firm and others:

  • to develop cost allocation methodologies;
  • to craft expert testimony in support of a favored methodology (given a definition of “fairness,” why one methodology better tracks it than another);
  • to develop efficient case management approaches; and to assist private allocation as part of the neutral team.

Concentrations

  • Air, water and waste regulation
  • Superfund and contamination
  • Climate change
  • Oil and gas development
  • Water rights
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Photo of Marc M. Rossell Marc M. Rossell

Marc M. Rossell, co-chair of the firm’s Latin America Practice, focuses his practice on capital markets transactions, including both equity and debt securities offerings and structured financings. Marc has been involved in many of the largest securities offerings out of Latin America, including…

Marc M. Rossell, co-chair of the firm’s Latin America Practice, focuses his practice on capital markets transactions, including both equity and debt securities offerings and structured financings. Marc has been involved in many of the largest securities offerings out of Latin America, including landmark privatization offerings by the Argentine government’s national oil company and telephone companies, the privatization of the Peruvian telephone company, as well as many high-yield debt offerings and equity offerings of companies in Argentina, Chile, the Dominican Republic, Mexico, Panama, Peru and other countries. During the 1980s, he spent a considerable amount of time as bank advisory committee counsel, focusing on the restructuring of the external debt of many countries in Latin America. He also represents creditors and debtors in liability management transactions and has considerable experience with the issuance of project bonds to finance construction projects, many of which have won awards from industry publications.

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