Seven asset owners from five countries push back on SEC climate rollback

The SEC's 2024 climate disclosure rules drew roughly 18,000 comment letters and 4,500 additional submissions, according to Net Zero Investor. Now the agency is proposing to rescind those rules, and the comment docket has a second act: seven asset owners from five countries have written in to argue that the rollback is against their interests.

The letters come from Sweden's AP7, Denmark's AkademikerPension, Norway's NBIM, Canada's University Pension Plan, the California State Teachers' Retirement System, the New York State Comptroller and the New York City Comptroller. Net Zero Investor first reported the filings.

The SEC's justification rests first on statutory authority. Its explanatory note says the 2024 rules exceed the Commission's authority and proposes to rescind them in full. But the note is written for the next stage too: even if a court found the Commission had authority, the SEC says there are independent, compelling policy reasons to undo the rules.

Those reasons are all about materiality. Existing disclosure requirements already deliver the climate information investors need, the SEC argues. The 2024 rules improperly single out climate among the many material factors a company must weigh. And the European Union, which has taken the prescriptive route, demonstrates that such mandates carry significant flaws. Crudely: climate is just one more factor, and the market's existing machinery already handles it.

New York City Comptroller Mark Levine, one of the letter writers, pushed back on that frame. The 2024 rules were grounded in the SEC's statutory mission to protect investors and maintain fair, efficient markets, he wrote. That is not a claim about climate policy. It is a claim about the SEC's job: if climate risk is financial risk, then disclosure of it is not an overreach but a fulfillment of the commission's core purpose.

The two sides are arguing past each other less than they appear. The SEC treats materiality as a question of whether a given fact is important enough to require disclosure under existing rules. The asset owners treat climate as a factor that reshapes the meaning of other disclosures—revenue, costs, assets, liabilities—across a portfolio. The letters suggest they do not believe the existing rules capture that. A rollback, in their view, would make the SEC's own mission harder, not easier.

The SEC's citation of the EU is the most revealing move in the explanatory note. It transforms a foreign regulatory example into a domestic policy rationale. But three of the seven signatories are European funds—AP7, AkademikerPension and NBIM—that operate in a region where such mandates are woven into the markets. For them, the EU is not a cautionary tale; it is the baseline. The SEC's argument presumes that prescriptive disclosure has failed, but these funds are telling a different story.

There is a practical asymmetry at work. If the rollback is finalized, U.S. issuers would lose the uniform federal standard the 2024 rules created, just as other jurisdictions are moving in the opposite direction. Global asset owners would face inconsistent data from companies they hold in the same portfolio. That inconsistency is precisely the kind of problem the 2024 rules were meant to solve, and the letters are, in effect, a plea that the SEC not reintroduce it.

The legal ground is already being prepped. The SEC's "independent, compelling policy reasons" language is the kind of drafting that anticipates arbitrary-and-capricious review. The asset owners' letters give any future court a concrete account of who is harmed and how. That makes the comment file more than a formality. It is, in miniature, the beginning of a litigation record.

None of this ensures the SEC will change course. The Commission has signaled its direction clearly. But the letters are a useful reminder that the SEC's rulemaking reaches across oceans. The original comment docket of thousands of letters produced a rule; this smaller, sharper batch is here to argue it should survive. The outcome may well be decided in court, where these letters will have done their part.