Berkshire Hathaway to beef up risk disclosures following SEC request

By Jonathan Stempel

(Reuters) – Berkshire Hathaway (NYSE:) Inc agreed to better explain how its board of directors manages risks, including those taken by longtime Chairman Warren Buffett, after the U.S. Securities and Exchange Commission asked that it do a better job.

In correspondence made public on Tuesday, the SEC’s division of corporate finance asked Berkshire to “enhance” its risk management disclosures in its annual proxy filings, and Berkshire agreed to make the requested changes.

Despite Buffett’s legendary status as an investor and manager, some analysts have long urged the billionaire’s Omaha, Nebraska-based company, whose market value is about $670 billion, to disclose more about itself.

The SEC sought more disclosures on how Berkshire’s board addresses short- and long-term risks, the extent to which the board speaks with management and outside experts to identify future risks, and why the board oversees risk management instead of delegating it to a committee.

It also asked Berkshire to address whether its lead independent director can override Buffett on risk matters or ask the board to consider them. Former Yahoo President Susan Decker was named to that position in September 2021.

The SEC made its requests in a Sept. 2, 2022 letter, and Berkshire Chief Financial Officer Marc Hamburg agreed to them six days later.

Berkshire did not immediately respond to a request for comment to Buffett’s assistant. Its 2023 proxy filing is expected this week.

Buffett’s company owns dozens of businesses such as Geico car insurance and the BNSF railroad.

Many are discussed in only a few sentences or paragraphs in its annual reports.

Berkshire also does not hold analyst calls, and communicates to the public mainly through financial disclosures, its annual meeting and Buffett’s annual shareholder letter.

Buffett, 92, has focused on capital management and investments since ceding day-to-day oversight of Berkshire-owned businesses in 2018 to Vice Chairmen Greg Abel, who is Buffett’s expected successor as chief executive, and Ajit Jain.

He has also said Berkshire’s disclosures are sufficient, and many businesses are too small to merit lengthy discussion.