U.S. Rep. Maxine Waters, D-California, who chairs the House Financial Services Committee, and U.S. Sen. Sherrod Brown, D-Ohio, who chairs the Senate Banking, Housing & Urban Affairs Committee, are calling for more prescriptive human capital disclosure rules … and more. Earlier this week, the lawmakers sent a letter to SEC Chair Gary Gensler, saying:
We write to urge the Securities and Exchange Commission (SEC) to require the disclosure of standardized data of race, ethnicity, gender, sexual orientation, and disability status. As the SEC continues to update its disclosure rules to ensure today’s investors have reliable data to make informed investment decisions, such data should be included in all future rulemaking related to human capital management and diversity.
The letter notes the increase in voluntary disclosure of EEO-1 data in response to investor initiatives and says that rulemaking would align with the SEC’s mission to protect investors; ensure fair, orderly and efficient markets; and facilitate capital formation. But perhaps the most striking part of this letter is that it pushes for info not only at the board, executive and workforce levels — but also when it comes to supplier diversity and procurement data.
That new & expansive aspect of “human capital” apparently stems from this 68-page report from last December that was focused on the practices of investment firms. The legislators then cite to the “ESG Disclosure Simplification Act” that was passed by the House Committee last year. Despite this letter being only 2 pages in length, there are a lot of “asks” to unpack here.
The SEC’s current Reg Flex Agenda, which reflects the priorities of the chair, shows that there may be a proposal in the works on human capital management disclosure. In light of the current murmurings about SEC rulemaking authority, I’d be surprised if any proposal went as far as this letter urges … but you never know.
We’ve been tracking human capital management oversight & disclosure since way back when the Human Capital Management Coalition first petitioned the SEC for rulemaking on this topic. Visit our Practice Area for lots of practical resources. If you don’t have member access, email email@example.com.
— Liz Dunshee, TheCorporateCounsel.net, May 25, 2022