In recent remarks delivered by Commissioner Lee at the Society for Corporate Governance, she took the opportunity to again focus on the risks posed by ESG issues, particularly climate change, and how these particular matters should be a consistent focus of a corporate board's agenda.
Indeed, Commissioner Lee connected the "need to ensure [a board] has relevant information related to the climate and ESG-related risks and opportunities its companies face" to the "directors['] fiduciary duties of loyalty and care," emphasizing the legal risks encountered by corporate board of directors who fail to meaningfully engage on these issues.
This speech falls into a broader pattern of comments by Commissioner Lee that have emphasized ESG issues and climate change. What is perhaps most noteworthy here is the idea that corporate board may have legal and regulatory risk now, before the SEC actually propounds new regulations and disclosure requirements, as "the regulatory landscape evolves." There is at least the suggestion that, armed with the knowledge that the SEC will soon act on these issues, corporate boards have the responsibility to begin taking steps even in the absence of concrete guidance from the SEC.
Additionally, it is also worth noting that while Commissioner Lee--one of the Democratic appointees--is currently pushing forward the agenda of ESG and climate change disclosures at the SEC, her Republican colleague Commissioner Roisman is simultaneously critiquing this initiative (https://www.sec.gov/news/speech/can-the-sec-make-esg-rules-that-are-sustainable).
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