SEC Commissioner Elad Roisman has expressed “serious reservations” about mandating ESG disclosures by public companies.
The Securities and Exchange Commissioner said in a speech at a Society for Corporate Governance National conference that a lack of consensus regarding ESG definitions and a weak link between corporate governance and ESG remain a concern for the body.
Roisman said that prescriptive disclosure requirements for listed companies would be difficult to implement because ESG disclosures are largely subjective with a tendency for personal views on ESG issues to influence the response to federal disclosure requirements.
The SEC’s principles-based framework requires a public company to disclose all ESG material information but a company can tailor disclosures so that they are useful to investors. Roisman added that the liability facing public companies in the event of material misstatements and omissions should be an incentive for public companies to disclose material ESG issues.
Roisman also noted that many asset managers make investment decisions based on ESG metrics and so ESG disclosure requirements perhaps should be the obligation of them rather than companies. As such, he called for mandates that require asset managers to define terms such as “green” or “sustainable” in order for investors to have the information necessary to properly inform their decisions as to hiring an investment manager.