Practice News:
- On February 25, Matt Feehily moderateda panel at CapLink Group’s European Private Capital Summit, an annual gathering for private capital funds, investors and dealmakers.
- On February 25, we published an Alertregarding California’s Venture Capital Diversity Reporting deadline.
Americas
CARB Approves Regulation Implementing SB 253 and SB 261
During a public hearing on February 26, the California Air Resources Board (“CARB”) unanimously voted to approve regulations implementing Senate Bill 253 (the Climate Corporate Data Accountability Act) and Senate Bill 261 (the Climate-related Financial Risk Act). The regulation (i) establishes a first-year reporting deadline of August 10, 2026 under SB 253, (ii) specifies key definitions necessary for fee assessment and program application and (iii) sets out the calculation of fees. Enforcement of SB 261, which required reporting from in-scope entities by January 1, 2026, remains paused by CARB during the pendency of litigation before the Ninth Circuit Court of Appeals.
Large Institutional Investor Settles Multi-State Anti-ESG Lawsuit
On February 25, a large index fund asset manager reached a settlement with 13 state Attorneys General (from states including Texas, Indiana, Kansas and others) in an antitrust lawsuit alleging that it and two other large institutional investors conspired to pressure coal companies to restrict their outputs. The settlement agreement includes, among other terms, a commitment from the asset manager to (i) withdraw from any organization that sets emissions targets or requires its members to commit to achieving climate-focused investments or stewardship objectives, (ii) refrain from advocating that its portfolio companies take any particular course of action to reduce carbon emissions and (iii) pay $29.5 million to the 13 states involved in the lawsuit. The settlement agreement acknowledges no admission of wrongdoing or illegal conduct. The litigation against the remaining two institutional investors originally named in the lawsuit remains ongoing.
Coalition of States Sue Energy Department for Termination of Clean Energy Grants
On February 18, a coalition of 13 states (including California, New York, Illinois and others) sued the U.S. Department of Energy (“DOE”) challenging the Trump Administration’s termination of $7.56 billion worth of funding for various clean energy and infrastructure programs. The states allege that the funding cuts were politically motivated, and that the Trump administration’s actions violate the Administrative Procedure Act and the Constitution’s separation of powers. The suit follows a similar challenge brought by Minnesota in which the District Court for the District of Columbia found that the DOE violated the Fifth Amendment when it canceled several of Minnesota’s clean energy grants in 2025.
Environmental Groups Sue EPA Over Repeal of Endangerment Finding
On February 18, a coalition of health and environmental groups sued the U.S. Environmental Protection Agency (“EPA”) over its February 12 recission of the greenhouse gas (“GHG”) endangerment finding, which had been in place since 2009 and served as the basis for the EPA’s statutory authority under the Clean Air Act to regulate GHG emissions across multiple sectors, including from motor vehicles and power plants. Following the recission of the endangerment finding, on February 27, the EPA published a final rule extending the deadline for major industrial sources of GHG emissions to report their 2025 total emissions from March 31 until October 30, to allow the agency time to evaluate other rulemaking that proposes substantial changes to the reporting program.
EEOC Issues DEI “Reminder” Letter to Fortune 500 Companies
On February 26, the U.S. Equal Employment Opportunity Commission (“EEOC”) Chair Andrea Lucas issued a letter to the chief executive officers, general counsel and board chairs of Fortune 500 companies in the U.S. to remind them of their obligations under Title VII as it relates to promoting diversity, equity and inclusion policies, programs and practices. In the letter, Chair Lucas emphasized the EEOC’s commitment to protect all workers from discrimination and “identity politics” that harm equal workplace opportunities. The letter also provides a mechanism for companies to discuss information and statements included in the letter directly with EEOC staff.
EU/U.K.
FCA Publishes Findings of Good and Poor Practice Under SDR
On February 27, the U.K. Financial Conduct Authority (“FCA”) published guidance setting out good and poor practice for use of the sustainability labels under the FCA’s Sustainability Disclosure Requirements (“SDR”) regime. The guidance was developed based on pre-contractual disclosures that the FCA assessed as part of submissions by asset managers for FCA authorization. The guidance also sets out specific points of consideration under each of the SDR labels. Overall, the FCA emphasizes that, while the SDR labels are principles-based, usage of the labels needs to be robustly substantiated, evidence-based and consistent with the product’s investment strategy. Poor descriptions of a sustainability objective, as highlighted by the FCA, include vague statements such as “make a positive contribution to planet and/or people;” “contribute to SDGs;” and “invest in companies that meet a robust standard of sustainability.”
U.K. Publishes Sustainability Reporting Standards
On February 25, the U.K. Department for Business and Trade published the U.K.’s Sustainability Reporting Standards (“SRS”), based on the framework for corporate disclosures on sustainability-related matters set out in the International Sustainability Standards Board’s IFRS S1 and S2. The SRS sets out a U.K. SRS S1, which includes the general framework for applying the standards, as well as requirements for disclosing general sustainability-related risks and opportunities. U.K. SRS S2 sets out requirements regarding the disclosure of climate-related risks and opportunities specifically. As set out in our February Alert, the FCA has already launched a consultation to align TCFD-based disclosure rules for listed companies with the U.K. SRS, which is open until March 20, 2026.
Publication of Omnibus I Directive in EU Official Journal
On February 26, the “Omnibus I Directive” amending the European Corporate Sustainability Reporting Directive (“CSRD”) and the Corporate Sustainability Due Diligence Directive (“CSDDD”) was published in the EU Official Journal and will apply from March 18, 2026. As set out in our January Alert, the Omnibus I Directive was first proposed by the European Commission as part of its simplification package in February 2025 and introduces significant amendments to CSRD and CSDDD, including reducing the scope of undertakings that are subject to the regimes and the scope of the obligations contained therein.
Germany Implements Strict Rules on Greenwashing and Sustainability Labels
On February 19, Germany adopted the Third Amendment to the Act Against Unfair Competition (“UWG”) which transposes EU Directives 2024/825 and 2023/2673 into German law, strengthening controls on environmental claims and manipulative online practices. Under the amended provisions, generic environmental claims such as “environmentally friendly” are permissible only when substantiated by demonstrable and outstanding environmental performance. Sustainability labels may only be displayed if they are based on an officially approved certification scheme or established by a public authority. The reform seeks to provide greater legal certainty for businesses and consumers, while curbing misleading sustainability claims. The amendments will largely come into force on September 27, 2026.
Information provided by contributing law firm: Gleiss Lutz
France Gender Balance Reporting Law Comes Into Effect
On March 1, under the France Rixain Law, companies in France employing at least 1,000 employees for three consecutive fiscal years must ensure that women represent at least 30% of (i) senior executives and (ii) members of governance bodies. Companies must also calculate and disclose the gender distribution within these two categories and make the results publicly available. If the 30% threshold is not met, the employer must adopt corrective measures, through a collective agreement or, failing that, a unilateral action plan adopted after consultation with the French works council. Failure to comply may ultimately result in financial penalties of up to 1% of payroll. The applicable quota is expected to increase to 40% on March 1, 2029.
Information provided by contributing law firm: Gide Loyrette Nouel
APAC
KSSB Publishes Korea’s First Sustainability Disclosure Standards and Clarifies Climate Reporting Baseline
On February 26, the Korea Sustainability Standards Board (“KSSB”) published Disclosure Standard No. 1, General Requirements for Disclosure of Sustainability-related Financial Information, and No. 2, Climate-related Disclosures, establishing Korea’s first formal domestic baseline for sustainability reporting. Based on the International Financial Reporting Standards Foundation S1 and S2, the standards require disclosures across governance, strategy, risk management and metrics and targets. Mandatory disclosure is expected to begin in 2028 for Korean stock exchange listed companies with consolidated assets of KRW 30 trillion or more, followed in 2029 by those with KRW 10 trillion or more. Scope 3 emissions disclosure is expected beginning in 2031, after related calculation and estimation infrastructure is established.
Information provided by contributing law firm: Yoon & Yang LLC
SSC Announces the Vietnam Corporate Governance Code 2026
On February 3, the Vietnam State Securities Commission announced the Vietnam Corporate Governance Code 2026, which references the G20/OECD Principles of Corporate Governance, as well as newly issued corporate governance codes in advanced Asian markets and other developed countries. The updated Code more strongly integrates sustainability-related elements, including climate change governance and environmental and social issues. Listed companies are expected to apply the Code immediately upon its issuance, publicly disclose their adoption and report annually on their corporate governance practices in accordance with the Code. The Code is implemented under a "Comply or Explain" approach, with a mandatory requirement that companies who are unable to comply with these standards provide a reasonable and transparent explanation in their annual report.
Information provided by contributing law firm: Le & Tran
Standards and Associations
Net-Zero Asset Managers Coalition Relaunches
On February 25, the Net-Zero Asset Managers (NZAM) Initiative announced its official relaunch with more than 250 signatories. NZAM had suspended activity in January 2025 following the departure of several notable members. With the re-launch, NZAM released an updated Commitment Statement outlining its key objectives and strategies to achieve its global goal of achieving net zero emissions, which include supporting its members with their climate goals and reporting annually on actions taken towards its stated objectives.