An accelerating focus on doing business responsibly will force changes to wide-ranging aspects of business operations and strategy -
Societal expectations of businesses have shifted fundamentally over the past five years....more
9/27/2024
/ Business Operations ,
Business Strategies ,
Climate Change ,
Corporate Governance ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
EU ,
Litigation Strategies ,
Regulatory Agenda ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
SFDR ,
Sustainable Finance
On April 4, 2024, less than one month after their adoption, the U.S. Securities and Exchange Commission ("SEC") has chosen to stay its newly adopted climate disclosure rules, pending judicial review (the "Final Rules"). The...more
On March 6, 2024, in a 3 to 2 vote of the Commissioners, the US Securities and Exchange Commission (the "SEC") adopted rules that will require public companies to disclose extensive climate change-related information in their...more
Each year in our Annual Memo series, White & Case's Public Company Advisory Group provides practical insights on preparing Annual Reports on Form 10-Ks, Annual Meeting Proxy Statements and, for FPIs, the Annual Report on Form...more
3/18/2024
/ Annual Reports ,
Board of Directors ,
Corporate Governance ,
Disclosure Requirements ,
Executive Compensation ,
Form 10-K ,
New Rules ,
Proxy Season ,
Proxy Statements ,
Publicly-Traded Companies ,
Reporting Requirements ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
With the 2023 annual report season upon us, it is time for companies to take stock of risk factors for 10-Ks and 20-Fs, and consider whether recent economic, political, technological, and regulatory developments have had (or...more
12/22/2023
/ Annual Reports ,
Artificial Intelligence ,
Climate Change ,
Cybersecurity ,
Disclosure Requirements ,
Geopolitical Risks ,
Internal Controls ,
Popular ,
Publicly-Traded Companies ,
Risk Factors ,
Securities and Exchange Commission (SEC)
The California State Senate and State Assembly recently approved two bills, Senate Bill 253 and Senate Bill 261, that could require thousands of companies doing business in California to disclose greenhouse gas ("GHG")...more
9/27/2023
/ California ,
Climate Action Plan ,
Disclosure Requirements ,
Energy Sector ,
General Assembly ,
Governor Newsom ,
Greenhouse Gas Emissions ,
Legislative Agendas ,
New Legislation ,
Popular ,
Proposed Legislation ,
Reporting Requirements ,
State and Local Government ,
State Legislatures
Buyers are scrutinizing everything from an acquisition target’s projected greenhouse gas (GHG) emissions to ways in which a deal may impact their own climate mitigation strategies. In this regard, reliable and verifiable...more
This memorandum outlines key considerations from White & Case's Public Company Advisory Group for foreign private issuers ("FPIs") during the 2023 annual reporting season....more
1/19/2023
/ Annual Reports ,
Confidential Information ,
Coronavirus/COVID-19 ,
Cryptocurrency ,
Cybersecurity ,
Disclosure Requirements ,
Economic Sanctions ,
Environmental Social & Governance (ESG) ,
Foreign Private Issuers ,
Form 20-F ,
IFRS ,
MD&A Statements ,
Non-GAAP Financial Measures ,
Popular ,
Publicly-Traded Companies ,
Regulation S-K ,
Risk Factors ,
Russia ,
Securities and Exchange Commission (SEC) ,
Ukraine ,
XBRL Filing Requirements
The Act's supporters say it would shift voting power from large investment advisers to individual investors, but the reality could be far more complex -
The INDEX Act arrives at a moment of increasing resistance to ESG...more
11/4/2022
/ Beneficial Owner ,
Climate Change ,
Disclosure Requirements ,
Dodd-Frank ,
Environmental Social & Governance (ESG) ,
Fund Managers ,
Institutional Investors ,
Investment Adviser ,
Investment Advisers Act of 1940 ,
Investment Company Act of 1940 ,
Investors ,
Oil & Gas ,
Proposed Legislation ,
Retirement Plan ,
Safe Harbors ,
Shareholders
The Annual Report season will soon be upon us, and it is important to assess a company's risk factors at the outset and whether recent developments, including those relating to macroeconomic, geopolitical, and public health...more
11/1/2022
/ Annual Reports ,
Capital Markets ,
Climate Change ,
Coronavirus/COVID-19 ,
Customs and Border Protection ,
Cybersecurity ,
Disclosure Requirements ,
Enforcement Actions ,
Environmental Social & Governance (ESG) ,
Global Economy ,
Human Capital ,
Interest Rates ,
Investors ,
Market Conditions ,
Military Conflict ,
Price Inflation ,
Publicly-Traded Companies ,
Risk Factors ,
Russia ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act of 1934 ,
Supply Chain ,
Ukraine ,
Uyghur Forced Labor Prevention Act (UFLPA)
A look at three key regulatory developments in the EU and US - proposed EU Corporate Sustainability Due Diligence and Reporting Directives and US SEC Climate Change Disclosure Rules...more
7/15/2022
/ Climate Change ,
Corporate Counsel ,
CSDR ,
Disclosure Requirements ,
Due Diligence ,
Environmental Social & Governance (ESG) ,
EU ,
European Commission ,
Regulatory Agenda ,
Regulatory Reform ,
Securities and Exchange Commission (SEC) ,
Sustainability
The regulatory landscape for ESG disclosure by U.S. public companies faces potentially dramatic changes, with the Securities and Exchange Commission ("SEC") proposing rules that would mandate comprehensive climate change...more
On May 25, 2022, the US Securities and Exchange Commission (the "SEC") proposed two form and rule amendments seeking to enhance and standardize disclosures related to environmental, social and governance ("ESG") factors...more
On March 21, 2022, in a landmark proposal, the Securities and Exchange Commission ("SEC") proposed rules that would require public companies to disclose extensive climate-related information in their SEC filings....more
3/25/2022
/ Climate Change ,
Corporate Governance ,
Corporate Social Responsibility ,
Disclosure Requirements ,
Greenhouse Gas Emissions ,
Proposed Regulation ,
Publicly-Traded Companies ,
Regulation S-K ,
Regulation S-X ,
Regulatory Agenda ,
Risk Management ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
This memorandum outlines key considerations from White & Case's Public Company Advisory Group for foreign private issuers ("FPIs") during the 2022 annual reporting season.
This memo describes our key considerations for...more
2/2/2022
/ Balance Sheets ,
Compliance ,
Coronavirus/COVID-19 ,
Corporate Counsel ,
Corporate Governance ,
Disclosure Requirements ,
Emerging Growth Companies ,
Environmental Social & Governance (ESG) ,
Financial Statements ,
Foreign Private Issuers ,
Form 20-F ,
GAAP ,
Libor ,
MD&A Statements ,
New Guidance ,
Non-GAAP Financial Measures ,
Publicly-Traded Companies ,
Risk Factors ,
Securities and Exchange Commission (SEC)
This is Part I of a two-part series outlining key considerations from White & Case's Public Company Advisory Group for US public companies during the 2022 annual reporting and proxy season.
Part I of this memo describes...more
1/12/2022
/ Annual Reports ,
Audits ,
Climate Change ,
Compliance ,
Coronavirus/COVID-19 ,
Cybersecurity ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
Equity ,
Form 10-K ,
Human Capital ,
Libor ,
Non-GAAP Financial Measures ,
Proxy Season ,
Risk Assessment ,
Securities and Exchange Commission (SEC) ,
Supply Chain