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Comment Letter On Sec Climate Disclosure Proposal By 21 Law And Finance Professors, Lawrence A. Cunningham

GW Law Faculty Publications & Other Works

This comment letter, by a group of 21 professors of law and finance, expresses concern that the SEC’s recent proposal to impose extensive mandatory climate-related disclosure rules on public companies (the “Proposal”) exceeds the SEC’s authority. In addition, rather than provide “investor protection,” the Proposal seems to be heavily influenced by a small but powerful cohort of institutional investors, mostly index funds and asset managers, promoting climate consciousness as part of their business models. The analysis raises concerns that the Proposal is neither necessary nor appropriate for either investor protection or the public interest and will not promote other statutory …

The Sec's Misguided Climate Disclosure Rule Proposal, Lawrence A. Cunningham, Stephen M. Stephen M. Bainbridge, Jonathan Berk, Sanjai Bhagat, Bernard S. Black, William J. Carney, David J. Denis, Diane K. Denis, Charles M. Elson, Jesse M. Fried, Sean J. Griffith, Jonathan M. Karpoff, F. Scott Kieff, Edmund W. Kitch, Katherine Litvak, Julia D. Mahoney, Paul G. Mahoney, Adam C. Pritchard, Dale A. Oesterle, Roberta Romano, Todd J. Zywicki, Christina P. Skinner

GW Law Faculty Publications & Other Works

The following article adapts and consolidates two comment letters submitted last spring by a group of twenty-two professors of finance and law on the SEC’s proposed climate change disclosure rules. The professors reiterate their recommendation that the SEC withdraw its proposal as legally misguided, while outlining some of the issues that the proposal will face when challenged in court.