There has been a bit of back and forth between EU views on double materiality and the SEC’s stated (and legally mandated) emphasis on financial materiality. Actually, even the EU has experienced a bit of back-and-forth on the matter – especially in the context of IFRS Sustainability Standards. In the US, legislation was proposed in 2022 to establish a statuary definition, although that didn’t go anywhere. Not too terribly long ago, SEC Chair Gary Gensler said this about the intersection of materiality and the climate disclosure proposal:
“The only remit we have at the SEC is, ‘Is it material?’ We’re not changing any materiality standards. [The Supreme Court standard] is the substantial likelihood that a reasonable investor would find it significant to the total mix of information in making an investment decision.”
The question “what is materiality?” has echoed in many ESG, sustainability and climate conference for several years. The SEC’s March 7 Investor Advisory Committee meeting will include a panel “Examining the use of Materiality as a Disclosure Standard — Can the Definition be Improved to Better Serve Investors?” to explore if there are “ways for the SEC to improve disclosure decisions to better serve investors trying to evaluate both risk and return opportunities.” The panel is likely to touch on materiality in sustainability/climate and double materiality. Of course, any practical outcome of the meeting would not manifest anytime soon – certainly not before the anticipated climate disclosure final release. Even so, there may be some interesting conversations.
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