In line with the Green Deal assumed by the European Union in recent years, on November 10th, the European Parliament approved the new corporate sustainability reporting directive (CSRD, for its acronym in English).
The directive provides for a drastic change in the content of the reports that companies have to present: the content of the report will be in accordance to the new standards on sustainability information that the European Financial Reporting Advisory Group is preparing ((EFRAG its acronym in English). The new standards, whose approval is scheduled for June 2023, will cover all ESG axes: environmental, social and governance issues.
The main new changes to the new Directive are:
- It increases the companies that, directly or indirectly, will see the effect of the directive.
- The execution of audits by independent entities guarantees the impartiality of process.
- It expected double materiality (impact and financial): they must include information on intangible goods in accordance with the EU Taxonomy regulation and the Sustainable Finance Regulation and, in addition, add a prospective that includes objectives and progress.
- Defines the report "Information on sustainability" instead of "Statement of non-financial information", as this report was known until now.
- The company must also indicate how it has identified the information it communicates in the report.
- Single window: the European Commission will provide a digital platform to access both financial and public sustainability information of companies throughout the European Union or "single window". There will be an electronic format (XHTML) for companies to share information.
For the first time, companies will have to submit a detailed report on ESG issues: environmental aspects (policies, management systems and results on climate change, pollution, water and marine resources, biodiversity and ecosystems, resource consumption and circular economy), social aspects (policies, management systems and results on the company's people; workers in the value chain (outsourcing); affected communities; customers and end users) and governance aspects (corporate policies and culture, prevention and detection of corruption or bribery, political influence, lobbying practices, payment practices).
Which companies does the new Directive apply to?
- To all large companies, listed on the stock markets or not.
- To non-EU companies, with a turnover of more than 150 million euros in the EU.
- To SMEs listed on the stock market.
- Unlisted SMEs and micro-enterprises will be affected as large companies will have to report on their practices and impacts throughout the value chain, which will inevitably impact on them.
- A subsidiary with an SME category must publish the management report of the parent company, referring to the fact that it is exempt from presenting information on sustainability. Exemption which also applies to companies from third countries that report in accordance with the requirements of the directive or equivalent to the standards of the European Union.
The rules will begin to be applied between 2024 and 2028, depending on the type and size of the company, more specifically:
- On January 1st, 2024 for large public interest companies (more than 500 employees) already subject to the directive on non-financial information. They must deliver their reports in 2025.
- On January 1st, 2025 for large companies not subject to the directive on non-financial information (more than 250 employees and/or a turnover of 40 M euros and/or 20 M in total assets). They must deliver their reports in 2026.
- On January 1st, 2026 for listed SMEs and other companies, which must submit their reports in 2027.
- SMEs will be able to delay it until 2028.