About | HeinOnline Law Journal Library | HeinOnline Law Journal Library | HeinOnline

1 1 (January 13, 2022)

handle is hein.crs/govegfr0001 and id is 1 raw text is: Congress&onaI Research Servt
informing Ih Iegislaive dIbate soc 1914

Updated January 13, 2022
Introduction to Financial Services: Environmental, Social, and
Governance (ESG) Issues

ESG is a widely used acronym for environmental, social,
and governance issues. Corporate governance-concerns
about how companies should be managed-has evolved
over time to include, arguably, a wider array of issues that
encompass ESG. Some consider ESG factors to be an
integral part of discussions about sustainability. According
to one definition, sustainability at the firm level is an
approach that creates long-term shareholder value through
managing opportunities and risks that derive from
economic, environmental and social developments.
Over 4,000 signatories with over $120 trillion in assets
under management support Principles for Responsible
Investment (PRI), a nongovernmental organization (NGO)
that promotes sustainability through ESG. Although the
United Nations initiated PRI in 2005, the six principles of
responsible investment were launched at the New York
Stock Exchange in 2006 with 100 initial signatories. Over
the years, as more signatories have joined PRI, they have
increasingly asked investment managers to incorporate ESG
factors in their investment decisions. In addition, state
regulators, NGOs, and some Securities and Exchange
Commission (SEC) commissioners and advisory groups
have increasingly taken interest in ESG concerns.
Congressional interest has centered on what types of ESG
disclosures, if any, should be required.
What Is ESG?
There is no universally agreed-upon definition of what
constitutes ESG. Investors and other stakeholders consider
a wide-ranging array of topics as part of ESG. The
discussion below on the characteristics and risks that can
accompany ESG is not definitive. It is meant to illustrate
some of the perceived risks of either addressing or ignoring
various ESG factors.
Characteristics and Risks
Environmental. Investors and stakeholders may examine a
firm's impact on the environment. Some consider the
interaction with the environment to be a form of capital-
the stock of natural resources. Environmental risks include
declining biodiversity; pollution; resource scarcity; and
potential climate change impacts, including increasingly
frequent and severe floods, hurricanes, and forest fires.
For individual firms, ignoring environmental risks could
potentially harm their reputations, endanger employees, and
imperil physical operations, which could lead to costly
litigation. For other firms and communities, addressing
environmental risks might cause economic harm, with
diminished access to natural resources and the need to
either physically relocate or seek alternative production
inputs at a higher cost and diminished profits.

Social. Social factors encompass a firm's effects on its
various stakeholders, such as consumers, employees,
suppliers, contractors, and the local and broader
communities. Risks include potential infringement on the
rights of others, gender- or ethnicity-based discrimination
when hiring or promoting employees, failure to monitor
supplier and contractor pay, handling of customer data in a
nontransparent and nonsecure way, political spending, and
investing in projects or sectors that could be considered
objectionable to specific segments of society. Companies
that handle these risks poorly might experience effects
similar to environmental risks, such as the inability to
attract quality employees and exposure to costly litigation.
In addition, some stakeholders might consider certain
business operations or funding of certain entities in various
areas to be unacceptable, including tobacco, gun
manufacturing, private prison industries, abortion providers,
and gambling. On the other hand, other stakeholders might
consider an infringement of their rights any limitations
placed on their right to operate or fund such lawful entities.
Governance. A firm's self-governance and integrity when
conducting business may raise questions. The policies,
processes, and controls implemented by a firm help to
define its self-governance and impact on various
stakeholders. A firm's integrity is measured by whether it
avoids corruption and bribery and engages with individuals
and other firms that may pose a reputational risk to the firm.
If a corporation chooses not to address governance issues,
the associated risks could include harm to its consumers
and an environment leading to criminal activity and
corporate reputational harm, potentially resulting in firm
failure. Firm failure negatively affects stakeholders-
employees may lose their jobs, suppliers might not be paid,
and local governments may receive less tax revenue. Some
examples are Enron (2001 bankruptcy), WorldCom (2002
bankruptcy), and MF Global (2011 bankruptcy). Recently,
the fake account scandal at Wells Fargo Bank harmed its
clients, resulted in the removal of many key executives, and
prompted regulators to restrict the bank's growth.
Materiality and ESG
The disclosure of material information is an important
accounting principle. The notion of materiality is at the
center of SEC-regulated disclosure requirements.
Materiality is deemed to be information that a reasonable
investor would deem important in determining whether to
purchase a security. In the ESG realm, there is an ongoing
debate about what is material in determining which ESG
factors a firm should target and disclose to investors.
Discussion around what constitutes materiality is similar to

What Is HeinOnline?

HeinOnline is a subscription-based resource containing thousands of academic and legal journals from inception; complete coverage of government documents such as U.S. Statutes at Large, U.S. Code, Federal Register, Code of Federal Regulations, U.S. Reports, and much more. Documents are image-based, fully searchable PDFs with the authority of print combined with the accessibility of a user-friendly and powerful database. For more information, request a quote or trial for your organization below.



Short-term subscription options include 24 hours, 48 hours, or 1 week to HeinOnline.

Already a HeinOnline Subscriber?

profiles profiles most