Hester M. Peirce is a Commissioner at the U.S. Securities and Exchange Commission. This post is based on her recent public statement. The views expressed in this post are those of Ms. Peirce and do not necessarily reflect those of the Securities and Exchange Commission or its staff.
Thank you, Mr. Chair. I appreciate the staff’s diligence, graciousness, professionalism, and hard work throughout this rulemaking process. Staff’s valuable time, however, could have been put to better use. For example, staff could have worked immediately on addressing outstanding issues around proxy plumbing and, in several years, on conducting a retrospective review of the 2020 Rules. [1] Instead, the request made of the staff was a difficult and pointless one—find a way to redo a freshly adopted rule without any new information to suggest that such a rewrite is warranted. I am sorry that I cannot support the resulting rule. [2]
When the Commission proposed these latest amendments nine months ago (the “Redo Proposal”), [3] nothing had changed since we adopted our 2020 Rules to justify repeal, so I voted no. [4] The feedback we received during this proposal’s brief comment period confirmed my initial view. [5] As one of many commenters who were baffled by the “regulatory whiplash” [6] put it:
We find it difficult to understand the Commission’s decision to propose amending the proxy solicitation exemption qualification requirements prior to having any data on their actual impact or cost. . . . It is not possible to conduct an economic or cost benefit analysis for a rule that has not gone into effect, and the decision to amend a finalized rule without such data may have the unintended consequence of establishing an undesirable precedent impacting regulatory stability going forward. [7]
The Proposed SEC Climate Disclosure Rule: A Comment from the U.S. Chamber of Commerce
More from: Evan Williams, Tom Quaadman, U.S. Chamber of Commerce
Tom Quaadman is Executive Vice President and Evan Williams is Director of the Center for Capital Markets Competitiveness, both at the U.S. Chamber of Commerce. This post is based on a comment letter submitted by the U.S. Chamber of Commerce to the U.S. Securities and Exchange Commission regarding the Proposed SEC Climate Disclosure Rule.
Related research from the Program on Corporate Governance includes The Illusory Promise of Stakeholder Governance by Lucian A. Bebchuk and Roberto Tallarita (discussed on the Forum here); For Whom Corporate Leaders Bargain (discussed on the Forum here) and Stakeholder Capitalism in the Time of COVID (discussed on the Forum here) both by Lucian Bebchuk, Kobi Kastiel, and Roberto Tallarita; and Restoration: The Role Stakeholder Governance Must Play in Recreating a Fair and Sustainable American Economy – A Reply to Professor Rock (discussed on the Forum here) by Leo E. Strine, Jr.
This post is based on a comment letter submitted to the SEC regarding the Proposed SEC Climate Disclosure Rule by the U.S. Chamber of Commerce. Below is the text of a segment of the letter with minor adjustments to eliminate the correspondence-related parts.
The U.S. Chamber of Commerce appreciates the opportunity to comment on the proposed rules (the “Proposed Rules”) of the Securities and Exchange Commission (“SEC” or “Commission”) governing climate and the environment in Release No. 33-11042 (the “Proposing Release”). Combating climate change requires citizens, governments and businesses to work together. American businesses play a vital role in creating innovative solutions and reducing greenhouse gases (“GHGs”) to protect our planet. The SEC, working in coordination with other government agencies whose primary responsibility it is to protect the environment, also has a role to play to the extent climate risk implicates the SEC’s tripartite mission of investor protection, maintaining fair, orderly and efficient markets, and facilitating capital formation.
The Chamber believes that policy solutions addressing climate change should serve the goal of reducing emissions as much and as quickly as possible based on what the pace of innovation allows and the feasibility of implementing technical solutions at scale. The Chamber also believes that practical, flexible, predictable and durable market-based solutions and mechanisms are at the core of efforts to address climate risk and are reflected in the actions of the Chamber’s members. Promoting private sector innovation across industry sectors will be central to solving climate change.
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