March 26, 2024
Edited April 10, 2024
The U.S. Securities and Exchange Commission (SEC) adopted final rules on March 6, 2024 regarding mandatory climate risk disclosures for public companies. While the final rule does not include scope 3 greenhouse gas (GHG) emissions reporting provisions as was expected when the SEC first proposed its rules on March 21, 2022, the Commission does require large accelerated filers (LAFs) and accelerated filers (AFs) to disclose scope 1 and/or scope 2 emissions when they are material on a phased-in basis.
Here is a summary of the final rule’s key points:
- Public companies will need to provide standardized information about climate-related risks and their financial impact. Companies will need to disclose how they manage these risks, including board oversight and any climate-related goals they have set.
- LAFs and AFs must report qualitative and quantitative data on scope 1 and scope 2 greenhouse gas emissions (GHG) unless exempted.
- Assurance is required for LAFs and AFs, starting with a limited level in 2029, and then moving to a reasonable level in fiscal year 2033.
- The capitalized costs, expenditures expensed, charges and losses incurred as a result of severe weather events and other natural conditions, such as hurricanes, tornadoes, flooding, drought, wildfires, extreme temperatures and sea level rise, subject to applicable one percent and de minimis disclosure thresholds, disclosed in a note to the financial statements.
- The capitalized costs, expenditures expensed and losses related to carbon offsets and renewable energy credits or certificates (RECs) if used as a material component of a registrant’s plans to achieve its disclosed climate-related targets or goals, disclosed in a note to the financial statements.
- The disclosures will be part of a company's SEC filings, supporting a level of reliability.
Phased SEC final rule compliance deadlines
The final rules will become effective 60 days after publication in the Federal Register, with compliance phased in as follows:
Compliance dates under the final rules as published by the SEC1
| Registrant type | Disclosure and Financial Statement Effects Audit: All reg. S-K and S-X disclosures, other than as noted in this table | Disclosure and Financial Statement Effects Audit: Item 1502(d)(2), Item 1502(e)(2) and item 1504(c)(2) | GHG Emissions/Assurance: Item 1505 (Scopes 1 and 2 GHG emissions) | GHG Emissions/Assurance: Item 1506 - Limited Assurance | GHG Emissions/Assurance: Item 1506 - Reasonable Assurance | Electronic Tagging |
|---|---|---|---|---|---|---|
| LAFs | FYB 2025 | FYB 2026 | FYB 2026 | FYB 2029 | FYB 2033 | FYB 2026 |
| AFs (other than SRCs and EGCs) | FYB 2026 | FYB 2027 | FYB 2028 | FYB 2031 | N/A | FYB 2026 |
| SRCs, EGCs, and NAFs | FYB 2027 | FYB 2028 | N/A | N/A | N/A | FYB 2027 |
1 As used in this chart, "FYB" refers to any fiscal year beginning in the calendar year listed. 2 Finacial statement disclosures under Article 14 will be required to be tagged in accordance with existing rules pertaining to the tagging of financial statements. See Rule 405(b)(1)(i) of Regulation S-T.
Source: The Enhancement and Standardization of Climate-Related Disclosures: Final Rules Fact Sheet, pdf 33-11275-factsheet, www.sec.gov.
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