Kirkland & Ellis Discusses ESG and Climate Regulatory Developments Affecting Private Equity

By Jennie Morawetz, Alexandra Farmer, Marian Fowler, Elizabeth Dyer and Raya Treiser March 11, 2021 by Nisha Chandra

In the second half of 2020, demand for ESG-focused investments continued to accelerate, and data showing the outperformance of those investments during the COVID-19 pandemic has set the stage for robust demand to continue in 2021. In his recent letter …

Davis Polk Discusses New SEC Climate and ESG Enforcement Task Force

By Joseph A. Hall, Michael Hong, Michael Kaplan, Gregory Rowland and Betty Moy Huber March 8, 2021 by snehapandya

On March 4, the Securities and Exchange Commission announced a newly created Climate and ESG Task Force in the Division of Enforcement. The Climate and ESG Task Force will work closely with other areas of the SEC as part of …

Commissioners Discuss SEC’s Enhanced Climate-Change Efforts

By Hester M. Peirce and Elad L. Roisman March 5, 2021 by renholding

Over the past two weeks, we and the public have seen a steady flow of SEC “climate” statements and press releases.[1] Our Divisions of Corporation Finance, Examinations, and Enforcement all have announced climate- or ESG-related initiatives. What does this

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How Department of Labor Rules on ESG Leave Undirected Votes Adrift

By Neil Whoriskey February 26, 2021 by renholding

Just before year end, the Department of Labor finalized its new rules on ESG investing and voting for retirement and pension funds. The rules sharply restrict the ability of the fiduciaries of retirement and pension funds to make investments based …

The Duty of Care for Board Members Should Include Competence in ESG

By Tensie Whelan February 18, 2021 by renholding

It is becoming clearer to investors and corporate managers that material environmental, social, and corporate governance (ESG) issues need to be managed as part of an organization’s business strategy. Climate change, racism, economic inequality, water scarcity, cybersecurity threats – these …

King & Spalding Discusses SEC’s Potential Focus During Biden Administration

By Alec Koch, Carmen Lawrence, Andrew Michaelson and Matthew B. Hanson February 12, 2021 by Nisha Chandra

For the next several weeks and months, intense focus will be trained on determining the priorities of the Biden administration. We believe that at the Securities and Exchange Commission (“SEC”), the new administration will ramp up examinations and investigations of …

Wachtell Lipton Discusses M&A Activity in 2020 and Expectations for 2021

By Wachtell, Lipton, Rosen & Katz February 4, 2021 by renholding

Deal activity (or inactivity) for much of 2020 was driven first by the unprecedented uncertainty and massive global shutdown of the early days of the Covid-19 pandemic, and then propelled by rising markets and confidence as animal spirits anticipated the …

Paul Hastings Discusses Integrating Human Rights and ESG into International Regulatory Compliance

By Jonathan Drimmer, Tara Giunta, Nicola Bonucci and Renata Parras February 3, 2021 by Nisha Chandra

As we wrote toward the end of 2020, the risks associated with business and human rights, and ESG more generally, have led a growing number of companies to create human rights/ESG management systems or to integrate human rights/ESG into existing …

Addressing ESG in 2021: Who Is in Charge?

By Samuel G. Liss January 29, 2021 by renholding

Over the course of 2020, market forces drove corporations and institutional investors to make expansive commitments to their purpose and social responsibility. This fueled companies in many regions to publish lengthy reports under the ESG moniker (Environmental, Social and Governance). …

Cleary Gottlieb Discusses New EU ESG Disclosure Obligations for Financial Services Firms

By Géraldine Bourguignon, Helena Grannis, Caroline Petruzzi McHale, Ferdisha Snagg and Clara Cibrario Assereto January 19, 2021 by Nisha Chandra

Over a year ago, on December 29, 2019, Regulation (EU) 2019/2088 on sustainability-related disclosures for the financial services sector (the “Sustainable Finance Disclosure Regulation”, or “SFDR”) entered into force. Just a few months remain before key …

Faithful Fiduciaries Have Nothing to Fear from DOL Investment Rule

By Max M. Schanzenbach and Robert H. Sitkoff January 12, 2021 by renholding

Late in the afternoon of the Friday before Election Day, the Department of Labor finalized a rule that requires pension and retirement plan fiduciaries to consider only financial interests when investing plan funds. On its face, the rule seems anodyne. …

Debevoise Discusses Banks and Climate-Change Initiatives

By David Rivkin, Natalie Reid, Samantha Rowe, Matthew Kaplan and Gregory Lyons January 12, 2021 by renholding

In the United States this past year, growing movements for social, racial and environmental justice, and the impact of an unprecedented health crisis, have coincided with a range of institutions increasing their focus on promoting environmental, social and governance (“ESG”) …

Rethinking Corporate Purpose … But Not as One Might Expect

By Paul B. Miller December 23, 2020 by renholding

Corporate purpose is having a moment, as it seems to do each generation or so. The Business Roundtable made waves last year by pivoting away from shareholder centrism in its “redefinition” of corporate purpose. Directors, officers, institutional investors, and others …

The Role of Institutional Investors in Stakeholder Capitalism

By Giovanni Strampelli December 18, 2020 by renholding

Institutional investors are increasingly playing a major role in the shift toward stakeholder capitalism. They are also facing pressure from their clients and others to focus more on ensuring that their investments promote corporate sustainability. Such expectations are reinforced by …

Do Corporate Sustainability and Sustainable Finance Generate Better Financial Performance?

By Ulrich Atz, Tracy Van Holt and Zongyuan (Zoe) Liu December 15, 2020 by renholding

Sustainability in business and environmental, social, or governance (ESG) factors in finance have entered the mainstream. In 2020, the CEO of Blackrock wrote: “Our investment conviction is that sustainability and climate integrated portfolios can provide better risk-adjusted returns to investors.”…

The Rise of International Corporate Law

By Mariana Pargendler December 14, 2020 by renholding

What do the emergence of independent directors in South Korea, the legal reforms on related-party transactions in India, the continued rise of environmental, social, and governance (ESG) factors in the United States, and the global spread of corporate governance codes …

Corporate Stakeholders, Corporate Valuation, and ESG

By Bradford Cornell December 10, 2020 by renholding

In a 1987 paper, available here, we argued that non-investor stakeholders play an important role in influencing financial policy and corporate valuation. We also distinguished explicit claims between a company and its counterparties from what we called implicit claims. …

Biden and the SEC: Some Possible Agendas

By John C. Coffee, Jr. December 2, 2020 by renholding

This is the gossip season, and almost everyone has heard a rumor about who will be the next chair of the SEC. Although I was interviewed by the Biden transition team (for my views, not as a candidate), my sources …

Wachtell Lipton Discusses Workplace Wellness and Employee Mental Health As Investor Engagement Priorities

By Andrea K. Wahlquist, Sabastian V. Niles, Lauren M. Kofke and Carmen X. W. Lu December 2, 2020 by renholding

With the prospect of global vaccines on the horizon, companies worldwide continue to address the challenges of pandemic management and recovery on their businesses, the communities and constituencies they serve and especially on their employees. As companies seek to prioritize …

Is Stakeholder Value an Excuse for Underperfoming Managers?

By Ryan Flugum and Matthew E. Souther November 25, 2020 by renholding

In August 2019, the Business Roundtable released a statement redefining the purpose of a corporation to maximize value “for the benefit of all stakeholders – customers, employees, suppliers, communities, and shareholders.” The statement was signed by 181 CEOs, including Jamie …

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