Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation

Remarks by Chair Gensler at the Annual Conference on Financial Market Regulation

Thank you. It’s good to join the Annual Conference on Financial Market Regulation once again alongside my SEC colleagues, including Chief Economist Jessica Wachter and Commissioner Allison Herren Lee. The field of economic research is central to our work at the SEC. It helps shape every aspect of our policymaking, from the early design phase […]

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Assessing ESG-Labeled Bonds

Increasingly, today’s fixed-income market presents unique opportunities for responsible investing in the form of environmental, social and governance (ESG) labeled bonds. These relative newcomers to the market can give their corporate, sovereign or securitized issuers a welcome ESG halo and could even lower their cost of debt by attracting new investors. In turn, investors are […]

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SEC’s Climate Disclosure Rules: GHG Emissions Disclosure Requirements

On March 21, 2022, the U.S. Securities and Exchange Commission issued for public comment a rule proposal that, if adopted, would require reporting companies to provide certain climate-related information in their registration statements and annual reports filed with the SEC. Specifically, the proposed rules would require: A new section in annual reports and registration statements […]

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Weekly Roundup: April 29-May 5, 2022

Stark Choices for Corporate Reform Posted by Aneil Kovvali (University of Chicago), on Friday, April 29, 2022 Tags: Climate change, Corporate purpose, ESG, Governance reform, Shareholder primacy, Stakeholders, Sustainability Remarks by Commissioner Crenshaw at Virtual Roundtable on the Future of Going Public and Expanding Investor Opportunities Posted by Caroline A. Crenshaw, U.S. Securities and Exchange Commission, on Friday, April 29, 2022 Tags: Capital formation, Direct listings, IPOs, Mergers […]

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ESG During the 2022 AGM Season

While the eyes of the world are on the Russia-Ukraine war, and while companies the world over are grappling with the fallout, the 2022 AGM and proxy season is quietly getting underway. ESG is now, without question, a mainstream lens through which companies are viewed and assessed by investors. AGMs have become firmly established as […]

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Where Nonprofits Incorporate and Why It Matters

Delaware’s dominance in the race for publicly traded company incorporations is well known. Its success in attracting other types of entities, however, is less understood but no less important. In my paper Where Nonprofits Incorporate and Why It Matters, I study the incorporation behavior of nonprofits, a trillion dollar industry that employs twelve million people […]

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How to Focus the Company Around ESG Priorities

Before an organization can link executive compensation to environmental, social, and governance (ESG) goals, it must establish methodologies for identifying material ESG risks and opportunities and board oversight. Once top ESG risks and strategic opportunities have been identified, a company will need to focus action on the key issues. From the board’s perspective, this will […]

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One Small Step From Financial Materiality to Sesquimateriality: A Critical Conceptual Leap for the ISSB

Corporate social responsibility. Socially responsible investing. Environmental, social and governance (ESG) integration. Sustainable investing. These phrases refer to the need for investors to pay more attention to the environmental and social (“E/S”) impacts of the businesses in which they invest. The growing importance of this field is evident in the creation of the International Sustainability […]

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SEC Gag Orders are Against Public Policy

Identity and Interest of Amici Curiae Amici are Mark Cuban, Phillip Goldstein, Elon Musk, Nelson Obus, and Investor Choice Advocates Network (“ICAN”). Each of the individual amici is a sophisticated businessperson and investor who has publicly litigated against the United States Securities and Exchange Commission (“SEC”). ICAN is a nonprofit, public interest law firm working […]

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The EU Taxonomy Traffic Light

Regulation (EU) 2020/852 (the “Taxonomy”) in 2020 established an EU-wide framework for classification of economic activity as environmentally sustainable (or “green”). This framework is intended to provide businesses and investors with a standardized understanding to identify sustainable financial products and investments. The ultimate purpose of the Taxonomy is to direct capital flows towards green activities, […]

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