SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.

SECURITIES ACT OF 1933

Release No. 11280 / April 4, 2024

SECURITIES EXCHANGE ACT OF 1934

Release No. 99908 / April 4, 2024

File No. S7-10-22

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)

In the Matter of the Enhancement and )

Standardization of Climate-Related ) ORDER ISSUING STAY

Disclosures for Investors )

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On March 6, 2024, the Commission promulgated amendments to its rules that will 

require registrants to provide certain climate-related information in their registration 

statements and annual reports (“Final Rules”).

1

 Between March 6 and March 14, 2024, 

petitions seeking review of the Final Rules were filed in multiple courts of appeals.2

On March 8, 2024, petitioners Liberty Energy Inc. and Nomad Proppant Services 

LLC filed a motion in the Fifth Circuit seeking an administrative stay and a stay pending 

judicial review of the Final Rules. On March 15, 2024, the Fifth Circuit issued an 

administrative stay.

On March 19, 2024, the Commission filed a Notice of Multicircuit Petitions for 

Review with the Judicial Panel on Multidistrict Litigation pursuant to 28 U.S.C. 

§ 2112(a)(3). On March 21, 2024, the Judicial Panel on Multidistrict Litigation issued an 

1 The Enhancement and Standardization of Climate-Related Disclosures for Investors, 

Rel. Nos. 33-11275, 34-99678 (Mar. 6, 2024), 89 Fed. Reg. 21,668 (Mar. 28, 2024).

2 Nat. Res. Def. Council, Inc. v. SEC, No. 24-707 (2d Cir. filed Mar. 12, 2024); Liberty 

Energy Inc. v. SEC, No. 24-60109 (5th Cir. filed Mar. 6, 2024); Louisiana v. SEC, 

No. 24-60109 (5th Cir. filed Mar. 7, 2024); Tex. All. of Energy Producers v. SEC, 

No. 24-60109 (5th Cir. filed Mar. 11, 2024); Chamber of Commerce of U.S. of Am. v. 

SEC, No. 24-60109 (5th Cir. filed Mar. 14, 2024); Ohio Bureau of Workers’ Comp. v. 

SEC, No. 24-3220 (6th Cir. filed Mar. 13, 2024); Iowa v. SEC, No. 24-1522 (8th Cir. 

filed Mar. 12, 2024); West Virginia v. SEC, No. 24-10679 (11th Cir. filed Mar. 6, 2024); 

Sierra Club v. SEC, No. 24-1067 (D.C. Cir. filed Mar. 13, 2024).
2

order consolidating the petitions for review in the U.S. Court of Appeals for the Eighth 

Circuit.3

 On March 22, 2024, the Fifth Circuit dissolved its administrative stay.4

On March 26, 2024, Liberty Energy Inc. and Nomad Proppant Services LLC filed 

a letter in the Eighth Circuit noting the pendency of their motion for an administrative 

stay and a stay pending judicial review. Also on March 26, 2024, the Chamber of 

Commerce of the United States of America, the Texas Association of Business, and the 

Longview Chamber of Commerce filed a motion in the Eighth Circuit seeking a stay 

pending judicial review. On March 29, 2024, recognizing the efficiencies for the parties 

and the Court, the Commission filed a motion to establish a consolidated briefing 

schedule encompassing all motions seeking a stay of the Final Rules pending judicial 

review.5 On April 1, thirty-one petitioners opposed the Commission’s motion to 

establish a consolidated briefing schedule and urged the Court to instead expedite 

briefing on the “already-filed and imminently forthcoming emergency stay motions.”6

Pursuant to Exchange Act Section 25(c)(2) and Section 705 of the Administrative 

Procedure Act, the Commission has discretion to stay its rules pending judicial review if 

it finds that “justice so requires.”7 The Commission has determined to exercise its 

discretion to stay the Final Rules pending the completion of judicial review of the 

consolidated Eighth Circuit petitions.

In issuing a stay, the Commission is not departing from its view that the Final 

Rules are consistent with applicable law and within the Commission’s long-standing 

authority to require the disclosure of information important to investors in making 

investment and voting decisions. Thus, the Commission will continue vigorously 

defending the Final Rules’ validity in court and looks forward to expeditious resolution 

of the litigation. But the Commission finds that, under the particular circumstances

presented, a stay of the Final Rules meets the statutory standard. Among other things,

given the procedural complexities accompanying the consolidation and litigation of the 

3 On March 21, 2024, an additional petition for review was filed in the Fifth Circuit. 

Nat’l Legal & Pol’y Ctr. v. SEC, No. 24-60147 (5th Cir. filed Mar. 21, 2024). That 

petition was transferred to and consolidated in the Eighth Circuit on April 1, 2024. Nat’l 

Legal & Pol’y Ctr. v. SEC, No. 24-1685 (8th Cir. docketed Apr. 1, 2024).

4 ECF No. 87, Liberty Energy Inc. v. SEC, No. 24-60109 (5th Cir. Mar. 22, 2024).

5 On March 28, 2024, Liberty Energy Inc. and Nomad Proppant Services LLC also filed a 

complaint challenging the Final Rules in the Northern District of Texas. Liberty Energy 

Inc. v. SEC, No. 3:24-cv-00739-G (N.D. Tex. filed Mar. 28, 2024).

6 ECF No. 5379427, at 3, Iowa v. SEC, No. 24-1522 (8th Cir. filed Apr. 1, 2024).

7 15 U.S.C. § 78y(c)(2) (“Until the court’s jurisdiction becomes exclusive, the 

Commission may stay its order or rule pending judicial review if it finds that justice so 

requires.”); 5 U.S.C. § 705.
3

large number of petitions for review of the Final Rules, a Commission stay will facilitate 

the orderly judicial resolution of those challenges and allow the court of appeals to focus 

on deciding the merits. Further, a stay avoids potential regulatory uncertainty if 

registrants were to become subject to the Final Rules’ requirements during the pendency 

of the challenges to their validity. The Commission has previously stayed its rules 

pending judicial review in similar circumstances. See Rule 610T of Regulation NMS, Rel. 

No. 34-85447 (Mar. 28, 2019); Facilitating Shareholder Director Nominations, Rel. 

Nos. 33-9149, 34-63031, IC-29456 (Oct. 4, 2010).

Accordingly, it is ORDERED, pursuant to Exchange Act Section 25(c)(2) and 

Administrative Procedure Act Section 705, that the Final Rules are stayed pending the 

completion of judicial review of the consolidated Eighth Circuit petitions.

8

By the Commission.

Vanessa A. Countryman,

Secretary

8 The stay issued by this Order is limited to the Final Rules that have been challenged in 

the consolidated Eighth Circuit petitions. It does not stay any other Commission rules or 

guidance. See, e.g., Commission Guidance Regarding Disclosure Related to Climate 

Change, Rel. Nos. 33-9106; 34-61469 (Feb. 2, 2010), 75 Fed. Reg. 6290 (Feb. 8, 2010).