On March 6, 2024, two years after the issuance of a proposing release and following more than 24,000 comment letters and 4,500 unique letters submitted in response, by a vote of 3-2, the U.S. Securities and Exchange...more
3/14/2024
/ Climate Change ,
Corporate Governance ,
Corporate Social Responsibility ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Form 10-K ,
Greenhouse Gas Emissions ,
Popular ,
Publicly-Traded Companies ,
Regulation S-X ,
Risk Management ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Task Force on Climate-related Financial Disclosures (TCFD)
On October 7, 2023, California took a significant step toward promoting transparency and integrity of voluntary carbon markets (VCMs) and climate-related claims by enacting Assembly Bill 1305: the Voluntary Carbon Market...more
10/18/2023
/ California ,
Carbon Capture and Sequestration ,
Carbon Emissions ,
CFTC ,
Disclosure Requirements ,
European Parliament ,
Federal Trade Commission (FTC) ,
Green Guides ,
Net Zero ,
Popular ,
Securities and Exchange Commission (SEC) ,
State and Local Government
Regulators across the globe continue to focus on disclosures and marketing relating to environmental, social, and governance (ESG) issues. Consistent with this trend, on September 20, 2023, the U.S. Securities and Exchange...more
10/11/2023
/ Best Practices ,
Corporate Governance ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Federal Register ,
Federal Trade Commission (FTC) ,
Green Guides ,
IFRS ,
Investment Adviser ,
Investment Company Act of 1940 ,
New Amendments ,
Recordkeeping Requirements ,
Reporting Requirements ,
SASB ,
Securities and Exchange Commission (SEC) ,
Transparency
California Governor Gavin Newsom signed into law two key climate bills as part of the California legislature’s broader Climate Accountability Package. The two laws—Senate Bill No. 253 (SB 253) and Senate Bill No. 261 (SB...more
The International Sustainability Standards Board (ISSB), established by the IFRS Foundation (IFRS), issued a comprehensive global baseline of disclosure standards to facilitate consistent and comparable disclosures on risks...more
Net zero goals and carbon neutrality have hit the mainstream, propelled over the past decade by consumer and investor demands that businesses curb greenhouse gas emissions to counter the climate crisis. In response, companies...more
Technology is known for solving some of the world’s most complex problems, especially through automation and AI. However, when the right guardrails are not in place, ethical issues arise, such as malfunctioning tools, data or...more
Two weeks after Sen. Joe Manchin tanked the downsized Build Back Better package, Senate Democrats on July 27, 2022 released the proposed Inflation Reduction Act of 2022 (the “Act” or IRA). While not focused entirely on...more
8/11/2022
/ Biofuel ,
Carbon Emissions ,
Clean Energy ,
Electric Vehicles ,
Energy Projects ,
Energy Sector ,
Investment Tax Credits ,
Nuclear Power ,
Offshore Lease ,
Renewable Energy ,
Superfund
In 2013, following in the footsteps of California, Delaware introduced a new corporate form that could be chosen by companies organized under its state law – the public benefit corporation (PBC). This type of corporation is...more
In 2021, we witnessed a number of important developments in the future role of hydrogen as part of the United States’ energy transition pathway. President Biden has empowered the secretary of energy, through new legislation...more
1/18/2022
/ Carbon Capture and Sequestration ,
Carbon Emissions ,
Clean Energy ,
Critical Infrastructure Sectors ,
Department of Energy (DOE) ,
Infrastructure Investment and Jobs Act (IIJA) ,
Joe Biden ,
Oil & Gas ,
Popular ,
Renewable Fuel ,
Secretary of Energy
How can legal structures help investors maximize the impact of their investments? Below, read more about key ESG concepts and best practices for stakeholders and investors to consider moving forward...more
5/6/2021
/ Best Practices ,
C-Corporation ,
Donor-Advised Funds (DAFs) ,
Environmental Social & Governance (ESG) ,
Investors ,
Pass-Through Entities ,
Private Foundations ,
Private Investment Funds ,
Public Charities ,
SAFE (Simple Agreement for Future Equity) ,
Venture Capital
2020 brought the COVID-19 pandemic and other headline-grabbing challenges, along with “the usual” quadrennial questions around the U.S. election. Early in the year, businesses and dealmakers focused on the pandemic and...more
1/15/2021
/ Antitrust Division ,
CFIUS ,
Coronavirus/COVID-19 ,
Due Diligence ,
Economic Stimulus ,
Enforcement Actions ,
Environmental Social & Governance (ESG) ,
EU Horizontal Safeguard Regulation (HSR) ,
Federal Trade Commission (FTC) ,
Human Rights ,
Initial Public Offering (IPO) ,
Loan Forgiveness ,
Loans ,
Material Adverse Events ,
Poison Pill ,
Popular ,
Private Equity ,
Remote Working ,
Representations and Warranties ,
Special Purpose Acquisition Companies (SPACs)
Over the last decade, impact investing has become a significant focus of many nonprofits, just as it has captured the attention of investors who care about social benefit or environmental results as much as financial results....more
In 2013, Delaware passed legislation adopting a new corporate form, the public benefit corporation (PBC), with a view to allowing directors of for-profit corporations to take actions not just in pursuit of stockholder...more
9/4/2020
/ B Corporation ,
Capital Markets ,
Disclosure ,
Environmental Social & Governance (ESG) ,
Fiduciary Duty ,
For-Profit Corporations ,
Initial Public Offering (IPO) ,
Investing Companies ,
Performance and Accountability Report ,
Popular ,
Public Benefits ,
Publicly-Traded Companies ,
Reporting Requirements ,
Stockholder Agreements
Considering environmental, social, and governance (ESG) factors when making an investment is no longer solely the province of “impact-first” investors—those who prioritize social or environmental impact above return on...more
As the COVID-19 crisis continues to make capital markets, including venture capital, an uncertain source of financing, founders and boards of impact businesses may increasingly look to M&A and other strategic alternatives to...more
As members of the Bay Area Social/Small Enterprise Task Force (BASE Force), Morrison & Foerster attorneys Suz Mac Cormac, Alfredo Silva, Kaela Colwell and Olga Terets have compiled a resource guide for Bay Area small...more
As corporations explore how best to address the current crisis—both health and economic—posed by COVID-19, many are looking to utilize their existing affiliated private foundations. Funded from corporate revenues, these...more
The recently enacted Tax Cuts and Jobs Act provided for a new set of provisions designed to incentivize long-term investment in certain low-income areas nominated by states and designated by the Treasury Department...more
Delaware Companies: Apply for your Sustainability Certificate starting October 1 -
As of October 1, 2018, Delaware entities can begin applying for the state’s new voluntary Certificate of Adoption of Transparency and...more
In April 2018, the Delaware State Bar Association’s Corporate Law Section approved an amendment to the Delaware Limited Liability Company Act that allows for the formation of public benefit limited liability companies...more
The powerful momentum behind clean energy promises real progress in the fight against global climate change. Mounting scientific evidence urges, however, that to win: We cannot just reduce the carbon-intensity of the energy...more
There continues to be a lot of press around B Corps—not surprising given the marketing expertise of the B Lab founding team and the staff that it has hired. More importantly, the B Corp movement has been embraced by an...more
Last month, the Department of Labor (the “Department”) issued an Interpretive Bulletin 2015-011 (the “Bulletin”) clarifying the extent to which the Employee Retirement Income Security Act of 1974 (“ERISA”) permits fiduciaries...more
Infrastructure and Regulations may Dictate Speed of Adoption -
America’s shale gas revolution is making waves in transportation technology. Currently, only 1 percent of all natural-gas-fueled vehicles worldwide are...more