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JONES DAY TALKS®: Court Grants Stay on SEC’s Climate Disclosure Rule, but Companies Should Continue Preparations [Audio]

On Friday, March 15, the U.S. Court of Appeals for the Fifth Circuit granted an administrative stay of the SEC’s final Climate Disclosure Rules, adopted just over a week earlier. All of the challenges to the Rules filed in...more

SEC Adopts Pay Versus Performance Disclosure Rules

As required by the 2010 Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act"), the Securities and Exchange Commission (the "SEC") has adopted final rules requiring most public companies to present...more

Eliminating Significant Gotchas: Sustainability Report Edition

For many companies, summer is the time when they prepare and publish Sustainability Reports, which report on efforts with respect to environmental, social, and governance initiatives. Other companies may have already...more

Investor Focus on Climate Change Continues to Rise

Climate change has long been an area of focus for investors. Over the past several months, companies have come under greater scrutiny and have begun to face increased pressure from investors, regulators, activists, and the...more

SEC Approves New Board Diversity Disclosure Requirements for Nasdaq-Listed Companies

The Board Diversity Proposal generally requires each Nasdaq-listed company "to have, or explain why it does not have, at least two members of its board of directors who are Diverse," defined as at least one director who...more

SEC to Review Climate-Related Disclosure: The Start of Things to Come

On February 24, 2021, Securities and Exchange Commission ("SEC") Acting Chair Allison Herren Lee issued a Statement on the Review of Climate-Related Disclosure in which she directed the SEC's Division of Corporation Finance...more

SEC Adopts Amendments to Modernize Shareholder Proposal Rules

The Situation: In November 2019, the U.S. Securities and Exchange Commission ("SEC") proposed certain amendments to Rule 14a-8 of the Securities Exchange Act of 1934, the rule that permits a qualifying shareholder to include...more

COVID-19-Related Disclosure Considerations for Upcoming Periodic SEC Reporting

The ongoing COVID-19 pandemic has resulted in unprecedented and rapidly evolving disruptions to public companies’ businesses, financial condition, and results of operations, as well as broad-based economic dislocation and...more

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