Corporate Sustainability Disclosures

Regulations in the U.S. and abroad seek to require companies to publicly disclose climate-related risks on their finances, operations and assets. Some of these rules are proving more durable than others.

Position
  • Federal Rules: The Trump administration has vowed to roll back Biden-era rules from the U.S. Securities and Exchange Commission (“SEC”) that would have required registered companies to disclose “material” climate-related financial risks in 10-K filings. The agency itself moved in court proceedings last year to place the rule on hold. The climate risk disclosure rules are not expected to take effect while Trump is in office.

 

  • State Rules: A vacuum of federal climate reporting rules means “progressive” states are taking up the issue. California enacted S.B. 253 and S.B. 261 in 2023. S.B. 253 requires companies doing business in California, with annual revenues greater that $1B, to report global Scope 1, 2 and 3 emissions, with disclosures ramped up over time. S.B 261 requires California businesses, with annual revenues greater than $500M, to more generally disclose climate-related financial risks and measures to mitigate them. A February 3, 2025 court decision indicates these laws are likely to survive litigation. The California Air Resources Board (CARB) is now developing rules to implement both laws, with filings scheduled to start in 2026. CARB has vowed to relax enforcement regarding the first Scope 1 and 2 reports under S.B. 253 only, currently due in 2026. Similar bills have been introduced—though not enacted, and not in effect—in Colorado, Illinois, New Jersey, New York and Washington state. Please do not consider this an exhaustive list.

 

  • International Rules: The European Commission recently announced simplified requirements under its Corporate Reporting Sustainability Directive (CRSD). The latest announcement reportedly remove 80 percent of companies from the CRSD’s regulatory scope, and also limits the types of information large companies and banks must request from smaller companies in their supply chains regarding Scope 3 emissions. In its original form, CRSD would apply broadly to U.S. companies with EU subsidiaries and U.S. companies with listed securities on EU exchanges. The European Parliament has delayed CRSD implementation by two years (until June 2026) to give companies more time to prepare.
Background

Real estate companies do not own or control sources in their supply chains. Thus, they should not be mandated to publicly report Scope 3 emissions and they should be voluntary if a company chooses to make them.

For example, real estate owners and developers do not control operations in tenant spaces. Nor do they control manufacturing processes for construction materials. Accordingly, owners and developers should be under no mandate to quantify and report Scope 3 tenant-based emissions, or embodied emissions that occur in factories during product manufacturing.

Policymakers can encourage voluntary Scope 3 reporting by helping building owners and developers capture valid and reliable data from supply chain sources. For example, governments should develop policies for utilities to provide building owners with tenant space energy data. Similarly, government agencies should create a uniform system of “product declarations” for manufacturers to disclose embodied carbon in materials purchased by developers and owners.

Any reporting cycles should be consistent across varying disclosure regimes, based on when companies collect and verify valid climate-related data within a fiscal year. No framework should require companies to issue a first report based largely on estimates, and then another report later based on collected and verified data, within the same fiscal year.

 

MORE ISSUES
MORE ISSUES
Real Estate's Role in Unleashing America's Energy Dominance
Energy Tax Incentives
Corporate Sustainability Disclosures
Building Performance Standards
EPA's ENERGY STAR