- Formal disclosure committees are a nearly universal practice among public companies.
- Two-thirds of disclosure committees operate pursuant to a formal committee charter.
- While staffing of committees is fairly consistent with the 2021 report, representation on the committee by functions such as risk, information security, and human resources is on the rise.
- While disclosure committee focus continues to be primarily on SEC financial reporting and related disclosures, an increasing number of committees also review other types of disclosures (e.g., human capital, risk management and oversight) and publications (e.g., sustainability reports).
- Most disclosure committees meet at least quarterly; just over half maintain formal minutes; and nearly 40% have written disclosure controls and procedures.
- Management regularly reports to the audit committee about the disclosure committee meetings at nearly 40% of companies.
- While many disclosure committees are involved in determining the materiality of cyber incidents for SEC purposes, more than half of companies look to another individual or group to make that determination.
- More than 20% of companies expanded their disclosure committee composition over the past three years to include sustainability-focused personnel.
Access additional resources on our Disclosure Committees page.
This post first appeared in the weekly Society Alert!