CEOs and boards are doing what they are supposed to do — hedging their bets. The SEC’s new climate disclosure rules are not out yet and are sure to be challenged when they are, but just in case, companies are already adapting their processes and disclosures. Global issues like climate change, where cause and effect…
Tag: sec
New Buybacks Disclosures: SEC Adopts Amendments to Modernize Share Repurchase Disclosure
The Securities and Exchange Commission adopted amendments to modernize the disclosure requirements relating to repurchases of an issuer’s equity securities, including requiring issuers to provide daily repurchase activity on a quarterly or semi-annual basis, depending on the type of issuer. The amendments will improve disclosure and provide investors with enhanced information to assess the purposes…
Representative Maxine Waters Objects to SEC Rule Rollbacks
Congresswoman Maxine Waters (D-CA), the top Democrat on the House Financial Services Committee, delivered the following statement at a full Committee hearing entitled, “Oversight of the Securities and Exchange Commission:” Right now, our financial system is still recovering from the sudden collapse of Silicon Valley Bank and Signature Bank, our nation’s affordable housing crisis is…
Brazilian Mining Company to Pay $55.9 Million to Settle SEC Charges Related to Misleading Disclosures Prior to Deadly Dam Collapse
The Securities and Exchange Commission today announced that Vale S.A., a publicly traded Brazilian mining company and one of the largest iron ore producers in the world, agreed to pay $55.9 million to settle charges brought last April stemming from the company’s allegedly false and misleading disclosures about the safety of its dams prior to…
SEC Adopts Final Rule 10D-1 Regarding Clawbacks Of Executive Compensation
On October 26, 2022, the Securities and Exchange Commission (“SEC”) adopted Rule 10D-1 entitled “Listing Standards for Recovery of Erroneously Awarded Compensation.” The rule has two main requirements. First, it directs national securities exchanges to require listed issuers to develop and implement written policies to claw back incentive-based executive compensation if the issuer is later…
CII Welcomes New SEC 10(b)5-1 Rule
From the Council of Institutional Investors: CII applauds the SEC’s unanimous approval today of final rules that will close loopholes and enhance the transparency of executive trading plans in company stock. The adoption comes after CII pressed the commission for 10 years to reform these Rule 10b5-1 trading plans. “The new rules close gaps in the SEC’s…
Goldman Sachs to Pay $4 Million to Settle Investigation Over ESG Funds – WSJ
WASHINGTON—Goldman Sachs Group Inc.’s asset-management arm agreed Tuesday to pay $4 million to settle a regulatory investigation into how it managed mutual funds and other products that pick stocks based on environmental, social and governance criteria.The Securities and Exchange Commission said Goldman marketed the ESG funds and a similar investment strategy without always following a…
SEC Orders Enhanced Reporting of Proxy Votes By Investment Managers
Statement by Commissioner Caroline A. Crenshaw on the SEC’s updated proxy vote disclosure rules: Commission rules often focus on corporate transparency and helping investors understand how their money – their ownership stake of U.S. companies – is used. Today’s rule does just that. When the Commission adopted Form N-PX in 2003, it stated that investors…
Doug Chia on the Slippery S in ESG
We applaud the comment filed by Doug Chia on the importance of transparency in the names of would-be and so-called ESG funds. He points out that PIMCO’s “Total Return ESG Fund” has a name that does not reveal its exclusion of reproductive health-related companies. Prospective investors have to dig into the materials to see: the…
SEC Commissioner Caroline Crenshaw: Late Summer Sunshine: Statement on the Adoption of Pay Versus Performance
Today the Commission adopted a rule that provides investors with information about how corporate executives are paid. That is, quite simply, it. This rule does not regulate the way companies incentivize their executives, but rather the disclosures that companies are required to make about such compensation. More specifically, Pay Versus Performance disclosures give investors insight…
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