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An oil major (“the Company”) filed suit in federal court on October 24, 2025, challenging California’s Climate Laws — the Climate Corporate Data Accountability Act (“SB 253”) and the Climate-Related Financial Risk Act (“SB 261”) — on the basis that the laws violate the Company’s First Amendment rights.
V&E Governance and Sustainability Update
In a potential watershed moment that could reverberate across companies that have set climate goals or made claims regarding climate ambitions (e.g., “net zero” or carbon neutrality), on October 23, 2025, a European oil major (the “Company”) was handed a potentially significant greenwashing ruling by the Paris Judicial Court (the “Court”), which found the Company’s claims about its role in the energy transition and its net zero ambitions were likely to mislead consumers.
V&E Governance and Sustainability Update
On September 30, 2025, U.S. District Judge Reed O’Connor entered final judgment following a bench trial in a class-action lawsuit against American Airlines and its Employee Benefits Committee (the “EBC”), finding the defendants breached their duty of loyalty under the Employee Retirement Security Act of 1974 (“ERISA”) by allowing an investment manager’s environmental, social and governance (“ESG”) objectives to influence its investment decisions with respect to the company’s retirement plans (the “Plan”).
V&E Governance and Sustainability Update
V&E Governance & Sustainability Update
The past few years have seen concerted efforts — both domestically and globally — advancing the reporting and disclosure of various climate- and sustainability-related metrics by businesses and investors.
V&E Environmental Update
In early March 2024, the U.S. Securities and Exchange Commission (“SEC”) finalized its climate-related disclosures rule (The Enhancement and Standardization of Climate-Related Disclosures for Investors) (the “Final Rule”).
V&E Securities & ESG Update
On February 3, 2025, the U.S. District Court for the Central District of California granted a partial motion to dismiss filed by the California Air Resources Board (“CARB”), dismissing the claims that SB 253 (the Climate Corporate Data Accountability Act) and SB 261 (the Climate-related Financial Risk Act) (collectively the “California Climate Laws”) violate the Supremacy Clause and limitations on extraterritorial regulation.
V&E Environmental Update
On December 16, 2024, the California Air Resources Board (“CARB”) released a notice soliciting comments on a number of specific questions to inform its implementation of the Climate Corporate Data Accountability Act (“CCDAA” or “SB 253”) and the Climate-Related Financial Risk Act (“CRFRA” or “SB 261”) (the “Notice”).
V&E Climate Change Update
On December 11, 2024, in a 9-8 ruling along party lines, the U.S. Court of Appeals for the Fifth Circuit (the “Fifth Circuit”) struck down the Nasdaq board diversity rules issued by the U.S. Securities and Exchange Commission (“SEC”) in August 2021 (the “Rules”), holding that the SEC exceeded its authority in issuing the Rules.
V&E SEC Update
On November 5, 2024, the U.S. District Court for the Central District of California denied a motion for summary judgment that sought to declare SB 253 and SB 261 (the “California Climate Laws”) invalid on their face under the First Amendment for compelling political speech.
V&E Climate Change Update
Welcome to Vinson & Elkins’ Securities and ESG Updates.
V&E Securities & ESG Update