241 Amendments of Manon AUBRY related to 2021/0104(COD)
Amendment 61 #
Proposal for a directive
Recital 8
Recital 8
(8) The ultimate beneficiaries of better sustainability reporting by undertakings are public authorities, individual citizens and savers. Policy makers and public authorities need this information in order to design and implement public policies, and in particular to protect people’s rights and the environment, to hold undertakings accountable for their impacts and to conduct a just social and environmental transition. Savers who want to invest sustainably will have the opportunity to do so, while all citizens should benefit from a stable, sustainable and inclusive economic system. To realise these benefits, the sustainability information disclosed in undertaking’s annual reports first has to reach twohree primary groups (‘users’). The first group of users consists of policy makers and public authorities. The second group of users consists of investors, including asset managers, who want to better understand the risks and opportunities that sustainability issues pose to their investments and the impacts of those investments on people and the environment. The seconthird group of users consists of organisations, including non- governmental organisations and social partners, that wish to better hold undertakings to account for their impacts on people and the environment. Other stakeholders may also make use of sustainability information disclosed in annual reports. The business partners of undertakings, including customers, may rely on this information to understand, and where necessary report on, the sustainability risks and impacts through their own value chains. Policy makers and environmental agencies may use such information, in particular on an aggregate basis, to monitor environmental and social trends, to contribute to environmental accounts, and to inform public policy. Few individual citizens and consumers directly consult undertaking’s reports, but they may use such information indirectly such as when considering the advice or opinions of financial advisers or non-governmental organisations. Many investors and asset managers purchase sustainability information from third party data providers, who collect information from various sources, including public corporate reports.
Amendment 70 #
Proposal for a directive
Recital 15
Recital 15
(15) Articles 19a and 29a of Directive 2013/34/EU apply to large undertakings that are public-interest entities with an average number of employees in excess of 500, and to public-interest entities that are parent undertakings of a large group with an average number of employees in excess of 500 on a consolidated basis, respectively. In view of the growth of users’ needs for sustainability information, additional categories of undertakings should be required to report such information. It is therefore appropriate to require all large undertakings, all public interest entities, all small and medium sized undertakings operating in high-risk sectors or high risk-areas and all undertakings listed on regulated markets, except micro undertakings, to report detailed sustainability information. In addition, all undertakings that are parent undertakings of large groups should prepare sustainability reporting at group level. Undertakings that are not established in the European Union but fulfil those criteria and operate in the single market should be subjected to the same requirements in order to account for their sustainability impacts and to provide a level playing field for undertakings established in the EU.
Amendment 79 #
Proposal for a directive
Recital 16 a (new)
Recital 16 a (new)
(16a) The requirement that small and medium-sized undertakings operating in high-risk sectors should disclose information on sustainability matters is mainly driven by the likelihood and severity of sustainability impacts is higher in some specific sectors and areas, regardless of the size of the undertaking. A high-risk sector is a sector that is associated, as a result of its business and value chain characteristics, with a high likelihood of actual or potential severe impacts on the environment or people. High-risk sectors include for example the extractive industry, the garment industry, the electronic industry, the energy industry, forestry and agricultural supply chains or the gig economy, where small and medium-size undertakings may cause severe social and environmental impacts regardless of their size.
Amendment 80 #
Proposal for a directive
Recital 16 b (new)
Recital 16 b (new)
(16b) A list of high-risk sectors is established in Annex I of this Directive. The European Commission should review and modify the list of high-risk sectors by adopting delegated act when necessary and at least every three years. This list should be based on the NACE classification and on existing legislation and guidelines of the European Union, reports of international organisations, international reporting standards, reliable and scientific evidence of higher risks of environmental and social harm. When reviewing the list of high risk-sectors, the European Commission should conduct the necessary consultations with independent experts with due respect to the “Better lawmaking” interinstitutional agreement of the 13th of April 2016. In particular, it should guarantee the equal participation of the European Parliament and of the European Council in preparing the delegated acts. The European Parliament and of the European Council should have access to all documents and all the European Commission’s expert groups’ meetings.
Amendment 81 #
Proposal for a directive
Recital 16 c (new)
Recital 16 c (new)
(16c) The requirement that small and medium-sized undertakings operating in high-risk areas should also disclose information on sustainability matters responds to the higher likelihood and greater risk of adverse sustainability impacts in specific geographical areas. A high-risk area is an area that is associated, as a result of its social, political, geopolitical or environmental characteristics, with a high likelihood of actual or potential severe impacts on the environment or people. High-risk areas include conflict-affected areas, areas with low social and environmental protection and areas affected by systemic or recurring human rights violations or environmental damages.
Amendment 82 #
Proposal for a directive
Recital 16 d (new)
Recital 16 d (new)
(16d) A list of high-risk areas is established in Annex II of this Directive. The European Commission should review and modify the list of high-risk sectors by adopting delegated act when necessary and at least every three years. This list should be based on existing legislation and guidelines of the European Union, reports of international organisations, international reporting standards, reliable and scientific evidence of higher risks of environmental and social harm. When designing and reviewing the list of high risk-sectors, the European Commission should conduct the necessary consultations with independent experts with due respect to the “Better lawmaking” interinstitutional agreement of the 13th of April 2016. In particular, it should guarantee the equal participation of the European Parliament and of the European Council in preparing the delegated acts. The European Parliament and of the European Council should have access to all documents and all the European Commission’s expert groups’ meetings. It should be reviewed and modified as appropriate and at least every three years.
Amendment 85 #
Proposal for a directive
Recital 17 a (new)
Recital 17 a (new)
(17a) The requirement that undertakings established in third countries that operate in the European Union also disclose information on sustainability matters is necessary to account for the need of European users, consumers and investors to access information about sustainability matters related to their activities. It is also necessary in order to guarantee a level playing field in the single market between undertakings established in the European Union and third-country undertakings.
Amendment 89 #
Proposal for a directive
Recital 18
Recital 18
(18) Considering the growing relevance of sustainability-related risks and taking into account that small and medium-sized enterprises (SMEs) listed on regulated markets comprise a significant proportion of all listed undertakings in the Union, in order to ensure investor protection it is appropriate to require that also those SMEs disclose information on sustainability matters. The introduction of this requirement will help to ensure that financial market participants can include smaller listed undertakings in investment portfolios on the basis that they report the sustainability information that financial market participants need. It will therefore help to protect and enhance the access of smaller listed undertakings to financial capital, and avoid discrimination against such undertakings on the part of financial market participants. The introduction of this requirement is also necessary to ensure that financial market participants have the information they need from investee undertakings to be able to comply with their own sustainability disclosure requirements laid down in Regulation (EU) 2019/2088. SMEs listed on regulated markets should, however, be provided with sufficient time to prepare for the application of the requirement to report sustainability information, due to their smaller size and more limited resources, and taking account of the difficult economic circumstances created by the COVID-19 pandemic. They should also be given the possibility to report according to standards that are proportionate to the capacities and resources of SMEs. NA timeline should be set for non- listed SMEs can also choose to useto apply these proportionate standards on a voluntary basis. The SME standards will set a reference for undertakings that are within the scope of the Directive regarding the level of sustainability information that they could reasonably request from SME suppliers and clients in their value chains.
Amendment 90 #
Proposal for a directive
Recital 8
Recital 8
(8) The ultimate beneficiaries of better sustainability reporting by undertakings are public authorities, individual citizens and savers. Policy makers and public authorities need this information in order to design and implement public policies, and in particular to protect people’s rights and the environment, to hold undertakings accountable for their impacts and to conduct a just social and environmental transition. Savers who want to invest sustainably will have the opportunity to do so, while all citizens should benefit from a stable, sustainable and inclusive economic system. To realise these benefits, the sustainability information disclosed in undertaking’s annual reports first has to reach twohree primary groups (‘users’). The first group of users consists of policy makers and public authorities. The second group of users consists of investors, including asset managers, who want to better understand the risks and opportunities that sustainability issues pose to their investments and the impacts of those investments on people and the environment. The seconthird group of users consists of organisations, including non- governmental organisations and social partners, that wish to better hold undertakings to account for their impacts on people and the environment. Other stakeholders may also make use of sustainability information disclosed in annual reports. The business partners of undertakings, including customers, may rely on this information to understand, and where necessary report on, the sustainability risks and impacts through their own value chains. Policy makers and environmental agencies may use such information, in particular on an aggregate basis, to monitor environmental and social trends, to contribute to environmental accounts, and to inform public policy. Few individual citizens and consumers directly consult undertaking’s reports, but they may use such information indirectly such as when considering the advice or opinions of financial advisers or non-governmental organisations. Many investors and asset managers purchase sustainability information from third party data providers, who collect information from various sources, including public corporate reports.
Amendment 95 #
Proposal for a directive
Recital 19
Recital 19
(19) Directive 2004/109/EC of the European Parliament and of the Council49 applies to all undertakings with securities listed on regulated markets and SME Growth Markets. In order to ensure that all undertakings with securities listed on regulated markets, including third country issuers, fall under the same sustainability reporting requirements, Directive 2004/109/EC should contain the necessary cross-references to any requirement on sustainability reporting in the annual financial report. _________________ 49 Directive 2004/109/EC of the European Parliament and of the Council of 15 December 2004 on the harmonisation of transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market and amending Directive 2001/34/EC (OJ L 390, 31.12.2004, p. 38).
Amendment 100 #
Proposal for a directive
Recital 21
Recital 21
(21) Articles 19a(3) and 29a(3) of Directive 2013/34/EU currently exempt all subsidiary undertakings from the obligation to report non-financial information where such undertakings and their subsidiary undertakings are included in the consolidated management report of their parent undertaking, as defined in the aforementioned directive, provided this includes the required non-financial information. It is necessary, however to ensure that sustainability information is easily accessible for users, and to bring transparency about which is the parent undertaking of the exempted subsidiary undertaking which is reporting at consolidated lethe activities of all the undertakings covered by the scope of the directivel. It is therefore necessary to require those subsidiary undertakings to publish thea consolidated management report of their parent undertaking and to include a reference in their management report to the fact that they are exempted from reporting sustainacontaining information on sustainability matters. The absence of an exemption does not affect the possibility information. That exemption should also apply where the parent undertaking reporting at consolidated level is a third country under a parent undertaking to pool costs and resources with its subsidiaries in order for them to fulfil their obligations concerning sustakingability reporting sustainability information in accordance with the requirements of this Directive or in a manner equivalent to EU sustainability reporting standardsand auditing of sustainability reporting. Nor does it affect the possibility for parent undertakings to produce a consolidated management report.
Amendment 101 #
Proposal for a directive
Recital 15
Recital 15
(15) Articles 19a and 29a of Directive 2013/34/EU apply to large undertakings that are public-interest entities with an average number of employees in excess of 500, and to public-interest entities that are parent undertakings of a large group with an average number of employees in excess of 500 on a consolidated basis, respectively. In view of the growth of users’ needs for sustainability information, additional categories of undertakings should be required to report such information. It is therefore appropriate to require all large undertakings, all public interest entities, all small and medium sized undertakings operating in high-risk sectors or high risk-areas and all undertakings listed on regulated markets, except micro undertakings, to report detailed sustainability information. In addition, all undertakings that are parent undertakings of large groups should prepare sustainability reporting at group level. Undertakings that are not established in the Union but fulfil those criteria and operate in the single market should be subjected to the same requirements in order to account for their sustainability impacts and to provide a level playing field for undertakings established in the Union.
Amendment 102 #
Proposal for a directive
Recital 22
Recital 22
Amendment 105 #
Proposal for a directive
Recital 16 a (new)
Recital 16 a (new)
(16 a) The requirement that small and medium-sized undertakings operating in high-risk sectors should disclose information on sustainability matters is mainly driven by the likelihood and severity of sustainability impacts is higher in some specific sectors and areas, regardless of the size of the undertaking. A high-risk sector is a sector that is associated, as a result of its business and value chain characteristics, with a high likelihood of actual or potential severe impacts on the environment or people. High-risk sectors include for example the extractive industry, the garment industry, the electronic industry, the energy industry, forestry and agricultural supply chains or the gig economy, where small and medium-size undertakings may cause severe social and environmental impacts regardless of their size.
Amendment 106 #
Proposal for a directive
Recital 16 b (new)
Recital 16 b (new)
(16 b) A list of high-risk sectors is established in Annex I of this Directive. The Commission should review and modify the list of high-risk sectors by adopting delegated act when necessary and at least every three years. This list should be based on the NACE classification and on existing legislation and guidelines of the Union, reports of international organisations, international reporting standards, reliable and scientific evidence of higher risks of environmental and social harm. When reviewing the list of high risk-sectors, the Commission should conduct the necessary consultations with independent experts with due respect to the Interinstitutional agreement of the European Parliament, the Council of the European Union and the European Commission of 13 April 2016 on Better Law-Making. In particular, it should guarantee the equal participation of the Parliament and of the European Council in preparing the delegated acts. The Parliament and of the European Council should have access to all documents and all the Commission’s expert groups’ meetings.
Amendment 107 #
Proposal for a directive
Recital 16 c (new)
Recital 16 c (new)
(16 c) The requirement that small and medium-sized undertakings operating in high-risk areas should also disclose information on sustainability matters responds to the higher likelihood and greater risk of adverse sustainability impacts in specific geographical areas. A high-risk area is an area that is associated, as a result of its social, political, geopolitical or environmental characteristics, with a high likelihood of actual or potential severe impacts on the environment or people. High-risk areas include conflict-affected areas, areas with low social and environmental protection and areas affected by systemic or recurring human rights violations or environmental damages.
Amendment 108 #
Proposal for a directive
Recital 16 d (new)
Recital 16 d (new)
(16 d) A list of high-risk areas is established in Annex II of this Directive. The Commission should review and modify the list of high-risk sectors by adopting delegated act when necessary and at least every three years. This list should be based on existing legislation and guidelines of the Union, reports of international organisations, international reporting standards, reliable and scientific evidence of higher risks of environmental and social harm. When designing and reviewing the list of high risk-sectors, the Commission should conduct the necessary consultations with independent experts with due respect to the Interinstitutional agreement between the European Parliament, the Council of the European Union and the European Commission of 13 April 2016 on Better Law-Making. In particular, it should guarantee the equal participation of the Parliament and of the European Council in preparing the delegated acts. The Parliament and of the European Council should have access to all documents and all the Commission’s expert groups’ meetings. It should be reviewed and modified as appropriate and at least every three years.
Amendment 110 #
Proposal for a directive
Recital 26
Recital 26
(26) Articles 19a(1) and 29a(1) of Directive 2013/34/EU require undertakings to disclose information about five reporting areas: business model, policies (including due diligence processes implemented), the outcome of those policies, risks and risk management, and key performance indicators relevant to the business. Article 19a(1) of Directive 2013/34/EU does not contain explicit references to other reporting areas that users of information consider relevant, some of which align with disclosures included in international frameworks, including the recommendations of the Task Force on Climate-related Financial Disclosures. Disclosure requirements should be specified in sufficient detail to ensure that undertakings report information on their resilience to risks related to sustainability matters. In addition to the reporting areas identified in Articles 19a(1) and 29a(1) of Directive 2013/34/EU, undertakings should therefore be required to disclose information about their business strategy and the resilience of the business model and strategy to risks related to sustainability matters, the assessment by the undertaking of its impacts on sustainability matters, any plans they may have to ensure that their business model and strategy respect workers’ rights and potentially affected communities, any plans they may have to ensure that their business model and strategy are compatible with the transition to a sustainable and climate- neutral economy; whether and how their business model and strategy take account of the interests of stakeholders; any opportunitiewhether and how sustainability matters and related targets, in connection with principal risks, opportunities, and severe impacts, have been integrated into the undertaking’s strategy, any opportunities and risks for the undertaking arising from sustainability matters; the implementation of the aspects of the business strategy which affect, or are affected by sustainability matters; any science-based and time-bound short-term, mid-term and long-term sustainability targets set by the undertaking, and a description of the investments, actions and policies adopted to achieve those targets and of the progress made towards achieving them; the role of the board and management with regard to sustainability matters; the due diligence process implemented with regard to sustainability matters, the principal actual and potential adverse impacts connected with the undertaking’s activities; the negative or positive effects of the undertaking’s business practices, policies and decisions on the identified impacts; and how the undertaking has identified the information that they report on. Once the disclosure of elements such as targets and the progress towards achieving them is required, the separate requirement to disclose the outcomes of policies is no longer necessary.
Amendment 110 #
Proposal for a directive
Recital 17 a (new)
Recital 17 a (new)
(17 a) The requirement that undertakings established in third countries that operate in the Union also disclose information on sustainability matters is necessary to account for the need of European users, consumers and investors to access information about sustainability matters related to their activities. It is also necessary in order to guarantee a level playing field in the single market between undertakings established in the Union and third-country undertakings.
Amendment 114 #
Proposal for a directive
Recital 18
Recital 18
(18) Considering the growing relevance of sustainability-related risks and taking into account that small and medium-sized enterprises (SMEs) listed on regulated markets comprise a significant proportion of all listed undertakings in the Union, in order to ensure investor protection it is appropriate to require that also those SMEs disclose information on sustainability matters. The introduction of this requirement will help to ensure that financial market participants can include smaller listed undertakings in investment portfolios on the basis that they report the sustainability information that financial market participants need. It will therefore help to protect and enhance the access of smaller listed undertakings to financial capital, and avoid discrimination against such undertakings on the part of financial market participants. The introduction of this requirement is also necessary to ensure that financial market participants have the information they need from investee undertakings to be able to comply with their own sustainability disclosure requirements laid down in Regulation (EU) 2019/2088. SMEs listed on regulated markets should, however, be provided with sufficient time to prepare for the application of the requirement to report sustainability information, due to their smaller size and more limited resources, and taking account of the difficult economic circumstances created by the COVID-19 pandemic. They should alsoshould be given the possibility to report according to standards that are proportionate to the capacities and resources of SMEs. NA timeline should be set for non- listed SMEs can also choose to useto apply these proportionate standards on a voluntary basis. The SME standards will set a reference for undertakings that are within the scope of the Directive regarding the level of sustainability information that they could reasonably request from SME suppliers and clients in their value chains.
Amendment 116 #
Proposal for a directive
Recital 27
Recital 27
(27) To ensure consistency with international instruments such as the UN Guiding Principles on Business and Human Rights and the OECD Due Diligence Guidance for Responsible Business Conduct, the due diligence disclosure requirements should be specified in greater detail than is the case in Article 19a(1), point (b), and Article 29a(1), point (b) of Directive 2013/34/EU. Due diligence is the process that undertakings carry out to identify, assess, prevent, mitigate, cease, monitor, communicate, account for, address and remediate the principal actual and potential adverse impacts connected with their activities and identifies how they address those adverse impacts. Impacts connected with an undertaking’s activities include impacts directly caused by the undertaking, impacts to which the undertaking contributes, and impacts which are otherwise linked to the undertaking’s value chain. The due diligence process concerns the whole value chain of the undertaking including its own operations, its products and services, its business relationships and its supply chains. In alignment with the UN Guiding Principles on Business and Human Rights, an actual or potential adverse impact is to be considered principal where it measures among the greatest impacts connected with the undertaking’s activities based on: the gravity of the impact on people or the environment; the number of individuals that are or could be affected, or the scale of damage to the environment; and the ease with which the harm could be remediated, restoring the environment or affected people to their prior state.
Amendment 118 #
Proposal for a directive
Recital 21
Recital 21
(21) Articles 19a(3) and 29a(3) of Directive 2013/34/EU currently exempt all subsidiary undertakings from the obligation to report non-financial information where such undertakings and their subsidiary undertakings are included in the consolidated management report of their parent undertaking, as defined in that Directive, provided this includes the required non-financial information. It is necessary, however to ensure that sustainability information is easily accessible for users, and to bring transparency about which is the parent undertaking of the exempted subsidiary undertaking which is reporting at consolidated lethe activities of all the undertakings covered by the scope of that Directivel. It is therefore necessary to require those subsidiary undertakings to publish the consolidateda management report of their parent undertaking and to include a reference in their management report to the fact that they are exempted from reporting sustainacontaining information on sustainability matters. The absence of an exemption does not affect the possibility information. That exemption should also apply where the parent undertaking reporting at consolidated level is a third country under a parent undertaking to pool costs and resources with its subsidiaries in order for them to fulfil their obligations concerning sustakingability reporting sustainability information in accordance with the requirements of this Directive or in a manner equivalent to EU sustainability reporting standardsand auditing of sustainability reporting. Nor does it affect the possibility for parent undertakings to produce a consolidated management report.
Amendment 120 #
Proposal for a directive
Recital 29
Recital 29
(29) Articles 19a(1) and 29a(1) of Directive 2013/34/EU do not specify whether the information to be reported is to be forward looking or information about past performance. There is currently a lack of forward-looking disclosures, which users of sustainability information especially value. Articles 19a and 29a of Directive 2013/34/EU should therefore specify that the sustainability information reported shall include forward-looking and retrospective, and both qualitative and quantitative information. Reported sustainability information should also take into account short, medium and long-term time horizons and contain information about the undertaking’s whole value chain, including its own operations, workforce, investments, assets, its products and services, its business relationships, and its supply chain, as appropriatend all information useful in order to understand the impacts and risks related to sustainability matters for the undertaking. Information about the undertaking’s whole value chain would include information related to its value chain within the EU and information that covers third countries if the undertaking’s value chain extends outside the EU.
Amendment 120 #
Proposal for a directive
Recital 22
Recital 22
Amendment 126 #
Proposal for a directive
Recital 24 a (new)
Recital 24 a (new)
(24 a) To enable the use of corporate sustainability information defined in this Directive for incentives in the context of the Union public procurement directives and State Aid measures, Directive 2013/34/EU should be amended to foresee an evaluation mechanism (including indicators) as part of the sustainability reporting that allows for a quantitative rating of the sustainability performance of undertakings.
Amendment 128 #
Proposal for a directive
Recital 34
Recital 34
(34) The European Financial Reporting Advisory Group (EFRAG) is a non-profit association established under Belgian law that serves the public interest by providing advice to the Commission on the endorsement of international financial reporting standards. EFRAG has established a reputation as a European centre of expertise on corporate reporting, and is well placed to foster coordination between European sustainability reporting standards and international initiatives that seek to develop standards that are consistent across the world. In March 2021, a multi-stakeholder task force set up by EFRAG published recommendations for the possible development of sustainability reporting standards for the European Union. Those recommendations contain proposals to develop a coherent and comprehensive set of reporting standards, covering all sustainability matters from a double- materiality perspective. Those recommendations also contain a detailed roadmap for developing such standards, and proposals for mutually reinforcing cooperation between global standard- setting initiatives and standard-setting initiatives of the European Union. In March 2021, the EFRAG President published recommendations for possible governance changes to EFRAG if it were to be asked to develop technical advice about sustainability reporting standards. These recommendations include offsetting up within EFRAG a new sustainability reporting pillar while not significantly modifying the existing financial reporting pillarHowever, the current structure, governance and functioning of EFRAG does not provide for the adequate involvement of workers’ representatives and civil society organisations. For example, EFRAG currently requires stakeholders to pay a fee in order to participate in its work which is a barrier for the participation of some stakeholder and entails a risk of conflict of interests with others. Important changes regarding the governance of EFRAG are necessary in order to guarantee its independence, prevent all conflicts of interests and allow for the inclusion of non-corporate stakeholders. When adopting sustainability reporting standards, the Commission should take account of technical advice that EFRAG will develop. In order to ensure high-quality standards that contribute to the European public good and meet the needs of undertakings and of users of the information reported, EFRAG’s technical advice should be developed with proper due process, public oversight and transparency, accompanied by cost benefit analyses, and be developed with the expertise of relevant stakeholders. To ensure that Union sustainability reporting standards take account of the views of the Member States of the Union, before adopting the standards the Commission should consult the Member State Expert Group on Sustainable Finance referred to in Article 24 of Regulation (EU) 2020/852 on EFRAG’s technical advice. The European Securities and Markets Authority (ESMA) plays a role in drafting regulatory technical standards pursuant to Regulation (EU) 2019/2088 and there needs to be coherence between those regulatory technical standards and sustainability reporting standards. According to Regulation (EU) No 1095/2010 of the European Parliament and of the Council54 , ESMA also plays a role in promoting supervisory converge in the enforcement of corporate reporting by issuers whose securities are listed on EU regulated markets and who will be required to use these sustainability reporting standards. Therefore, ESMA should be required to provide an opinion on EFRAG’s technical advice. This opinion should be provided within two months from the date of receipt of the request from the Commission. In addition, the Commission should consult the European Banking Authority, the European Insurance and Occupational Pensions Authority, the European Environment Agency, the European Union Agency for Fundamental Rights, the European Central Bank, the Committee of European Auditing Oversight Bodies and the Platform on Sustainable Finance to ensure that the sustainability reporting standards are coherent with relevant Union policy and legislation. Where any of those bodies decide to submit an opinion, they shall do so within two months from the date of being consulted by the Commission. _________________ 54 Regulation (EU) No 1095/2010 of the European Parliament and of the Council of 24 November 2010 establishing a European Supervisory Authority (European Securities and Markets Authority), amending Decision No 716/2009/EC and repealing Commission Decision 2009/77/EC (OJ L 331, 15.12.2010, p. 84).
Amendment 128 #
Proposal for a directive
Recital 26
Recital 26
(26) Articles 19a(1) and 29a(1) of Directive 2013/34/EU require undertakings to disclose information about five reporting areas: business model, policies (including due diligence processes implemented), the outcome of those policies, risks and risk management, and key performance indicators relevant to the business. Article 19a(1) of Directive 2013/34/EU does not contain explicit references to other reporting areas that users of information consider relevant, some of which align with disclosures included in international frameworks, including the recommendations of the Task Force on Climate-related Financial Disclosures. Disclosure requirements should be specified in sufficient detail to ensure that undertakings report information on their resilience to risks related to sustainability matters. In addition to the reporting areas identified in Articles 19a(1) and 29a(1) of Directive 2013/34/EU, undertakings should therefore be required to disclose information about their business strategy and the resilience of the business model and strategy to risks related to sustainability matters, the assessment by the undertaking of its impacts on sustainability matters, any plans they may have to ensure that their business model and strategy respect workers’ rights and potentially affected communities, any plans they may have to ensure that their business model and strategy are compatible with the transition to a sustainable and climate- neutral economy; whether and how their business model and strategy take account of the interests of stakeholders; whether and how sustainability matters and related targets, in connection with principal risks, opportunities, and severe impacts, have been integrated into the undertaking’s strategy, any opportunities for the undertaking arising from sustainability matters; the implementation of the aspects of the business strategy which affect, or are affected by sustainability matters; any sustainability targets set by the undertaking and the progress made towards achieving them; the role of the board and management with regard to sustainability matters; the principal actual and potential adverse impacts connected with the undertaking’s activities; and how the undertaking has identified the information that they report on. Once the disclosure of elements such as targets and the progress towards achieving them is required, the separate requirement to disclose the outcomes of policies is no longer necessary.
Amendment 129 #
Proposal for a directive
Recital 34
Recital 34
(34) The Commission should guarantee the inclusion of trade unions in the development of sustainability reporting standards, and include other relevant stakeholders. The European Financial Reporting Advisory Group (EFRAG) is a non-profit association established under Belgian law that serves the public interest by providing advice to the Commission on the endorsement of international financial reporting standards. EFRAG has established a reputation as a European centre of expertise on corporate reporting, and is well placed to foster coordination between European sustainability reporting standards and international initiatives that seek to develop standards that are consistent across the world. In March 2021, a multi-stakeholder task force set up by EFRAG published recommendations for the possible development of sustainability reporting standards for the European Union. Those recommendations contain proposals to develop a coherent and comprehensive set of reporting standards, covering all sustainability matters from a double-materiality perspective. Those recommendations also contain a detailed roadmap for developing such standards, and proposals for mutually reinforcing cooperation between global standard- setting initiatives and standard-setting initiatives of the European Union. In March 2021, the EFRAG President published recommendations for possible governance changes to EFRAG if it were to be asked to develop technical advice about sustainability reporting standards. These recommendations include offsetting up within EFRAG a new sustainability reporting pillar while not significantly modifying the existing financial reporting pillar. When adopting sustainability reporting standards, the Commission shouldmay take into account ofthe technical advice that EFRAG will develops, provided that the technical advisory body responsible for the advice and the process give sufficient guarantees of inclusion of trade unions and other stakeholders, as well as guarantees of due process, transparency, expertise and prevention of conflicts of interests. In order to ensure high-quality standards that contribute to the European public good and meet the needs of undertakings and of users of the information reported, EFRAG’s technical advice should be developed with proper due process, public oversight and transparency, accompanied by cost benefit analyses, and be developed with the expertise of relevant stakeholders. To ensure that Union sustainability reporting standards take account of the views of the Member States of the Union, before adopting the standards the Commission should consult the Member State Expert Group on Sustainable Finance referred to in Article 24 of Regulation (EU) 2020/852 on EFRAG’s technical advice. The European Securities and Markets Authority (ESMA) plays a role in drafting regulatory technical standards pursuant to Regulation (EU) 2019/2088 and there needs to be coherence between those regulatory technical standards and sustainability reporting standards. According to Regulation (EU) No 1095/2010 of the European Parliament and of the Council54 , ESMA also plays a role in promoting supervisory converge in the enforcement of corporate reporting by issuers whose securities are listed on EU regulated markets and who will be required to use these sustainability reporting standards. Therefore, ESMA should be required to provide an opinion on EFRAG’s technical advice. This opinion should be provided within two months from the date of receipt of the request from the Commission. In addition, the Commission should consult the European Banking Authority, the European Insurance and Occupational Pensions Authority, the European Environment Agency, the European Union Agency for Fundamental Rights, the European Central Bank, the Committee of European Auditing Oversight Bodies and the Platform on Sustainable Finance to ensure that the sustainability reporting standards are coherent with relevant Union policy and legislation. Where any of those bodies decide to submit an opinion, they shall do so within two months from the date of being consulted by the Commission. _________________ 54 Regulation (EU) No 1095/2010 of the European Parliament and of the Council of 24 November 2010 establishing a European Supervisory Authority (European Securities and Markets Authority), amending Decision No 716/2009/EC and repealing Commission Decision 2009/77/EC (OJ L 331, 15.12.2010, p. 84).
Amendment 129 #
Proposal for a directive
Recital 26
Recital 26
(26) Articles 19a(1) and 29a(1) of Directive 2013/34/EU require undertakings to disclose information about five reporting areas: business model, policies (including due diligence processes implemented), the outcome of those policies, risks and risk management, and key performance indicators relevant to the business. Article 19a(1) of Directive 2013/34/EU does not contain explicit references to other reporting areas that users of information consider relevant, some of which align with disclosures included in international frameworks, including the recommendations of the Task Force on Climate-related Financial Disclosures. Disclosure requirements should be specified in sufficient detail to ensure that undertakings report information on their resilience to risks related to sustainability matters. In addition to the reporting areas identified in Articles 19a(1) and 29a(1) of Directive 2013/34/EU, undertakings should therefore be required to disclose information about their business strategy and the resilience of the business model and strategy to risks related to sustainability matters, any plans they may have to ensure that their business model and strategy are compatible with the transition to a sustainable and climate- neutral economy; whether and how their business model and strategy take account of the interests of stakeholders; any opportunities for the undertaking arising from sustainability matters; the implementation of the aspects of the business strategy which affect, or are affected by sustainability matters; any science-based and time-bound short-term, mid-term and long-term sustainability targets set by the undertaking, and a description of the investments, actions and policies adopted to achieve those targets and of the progress made towards achieving them; the role of the board and management with regard to sustainability matters; the due diligence process implemented with regard to sustainability matters, the principal actual and potential adverse impacts connected with the undertaking’s activities; the negative or positive effects of the undertaking’s business practices, policies and decisions on the identified impacts; and how the undertaking has identified the information that they report on. Once the disclosure of elements such as targets and the progress towards achieving them is required, the separate requirement to disclose the outcomes of policies is no longer necessary.
Amendment 135 #
Proposal for a directive
Recital 36
Recital 36
(36) Sustainability reporting standards should take account of the Commission guidelines on non-financial reporting60 and the Commission guidelines on reporting climate-related information61 . They should also take account of other reporting requirements in Directive 2013/34/EU, in particular reporting on payments to governments by undertakings active in the extractive industry and the logging of forests, as well as other reporting requirement not directly related to sustainability, with the aim of providing the users of the reported information with a better understanding of the development, performance, position and impact of the undertaking, by maximising the links between the sustainability information and other information reported in accordance with Directive 2013/34/EU. _________________ 60 2017/C 215/01. 61 2019/C 209/01.
Amendment 135 #
Proposal for a directive
Recital 27
Recital 27
(27) To ensure consistency with international instruments such as the UN Guiding Principles on Business and Human Rights and the OECD Due Diligence Guidance for Responsible Business Conduct, the due diligence disclosure requirements should be specified in greater detail than is the case in Article 19a(1), point (b), and Article 29a(1), point (b) of Directive 2013/34/EU. Due diligence is the process that undertakings carry out to identify, assess, prevent, mitigate, cease, monitor, communicate, account for, address and remediate the principal actual and potential adverse impacts connected with their activities and identifies how they address those adverse impacts. Impacts connected with an undertaking’s activities include impacts directly caused by the undertaking, impacts to which the undertaking contributes, and impacts which are otherwise linked to the undertaking’s value chain. The due diligence process concerns the whole value chain of the undertaking including its own operations, its products and services, its business relationships and its supply chains. In alignment with the UN Guiding Principles on Business and Human Rights, an actual or potential adverse impact is to be considered principal where it measures among the greatest impacts connected with the undertaking’s activities based on: the gravity of the impact on people or the environment; the number of individuals that are or could be affected, or the scale of damage to the environment; and the ease with which the harm could be remediated, restoring the environment or affected people to their prior state.
Amendment 138 #
Proposal for a directive
Recital 29
Recital 29
(29) Articles 19a(1) and 29a(1) of Directive 2013/34/EU do not specify whether the information to be reported is to be forward looking or information about past performance. There is currently a lack of forward-looking disclosures, which users of sustainability information especially value. Articles 19a and 29a of Directive 2013/34/EU should therefore specify that the sustainability information reported shall include forward-looking and retrospective, and both qualitative and quantitative information. Reported sustainability information should also take into account short, medium and long-term time horizons and contain information about the undertaking’s whole value chain, including its own operations, workforce, investments, assets, its products and services, its business relationships, and its supply chain, as appropriatend all information useful in order to understand the impacts and risks related to sustainability matters for the undertaking. Information about the undertaking’s whole value chain would include information related to its value chain within the EU and information that covers third countries if the undertaking’s value chain extends outside the EU.
Amendment 142 #
Proposal for a directive
Recital 34
Recital 34
(34) The Commission should guarantee the inclusion of trade unions in the development of sustainability reporting standards, and include other relevant stakeholders. The Commission may rely partly on the technical advice of the European Financial Reporting Advisory Group (EFRAG) is a non-profit association established under Belgian law that serves the public interest by providing advice to the Commission on the endorsement of international financial reporting standards. EFRAG has established a reputation as a European centre of expertise on corporate reporting, and is well placed to foster coordination between European sustainability reporting standards and international initiatives that seek to develop standards that are consistent across the world. In March 2021, a multi-stakeholder task force set up by EFRAG published recommendations for the possible development of sustainability reporting standards for the European Union. Those recommendations contain proposals to develop a coherent However, the current structure, governance and functioning of EFRAG does not provide for the involvement of workers’ representatives and civil society organisations. For example, EFRAG currently requires stakeholders to pay a fee in order to participate in its work which is a barrier for the participation of some stakeholder and entails a risk of conflict of interests with others. Importandt comprehensive set of reporting standards, covering all sustainability matters from a double- materiality perspective. Those recommendations also contain a detailed roadmap for developing such standards, and proposals for mutually reinforcing cooperation between global standard- setting initiatives and standard-setting initiatives of the European Union. In March 2021, the EFRAG President published recommendations fhanges regarding the governance of EFRAG are necessary in order to prevent all conflicts of interests and guarantee the inclusion of non-cor possible governance changes to EFRAG if it were to be asked to develop technical advice about sustainability reporting standards. These recommendations include offsetting up within EFRAG a new sustainability reporting pillar while not significantly modifying the existing financial reporting pillar. When adopting sustainability reporting standards, the Commission should take account of technical advice that EFRAG will developrate stakeholders. When adopting sustainability reporting standards technical advice from EFRAG should thus be sought only as part of a broader consultation that provides for the meaningful participation of non- corporate stakeholders. In order to ensure high-quality standards that contribute to the European public good and meet the needs of undertakings and of users of the information reported, EFRAG’s technical advice should be developed with proper due process, public oversight and transparency, accompanied by cost benefit analyses, and be developed with the expertise of relevant stakeholders. To ensure that Union sustainability reporting standards take account of the views of the Member States of the Union, before adopting the standards the Commission should consult the Member State Expert Group on Sustainable Finance referred to in Article 24 of Regulation (EU) 2020/852 on EFRAG’s technical advice. The European Securities and Markets Authority (ESMA) plays a role in drafting regulatory technical standards pursuant to Regulation (EU) 2019/2088 and there needs to be coherence between those regulatory technical standards and sustainability reporting standards. According to Regulation (EU) No 1095/2010 of the European Parliament and of the Council54 , ESMA also plays a role in promoting supervisory converge in the enforcement of corporate reporting by issuers whose securities are listed on EU regulated markets and who will be required to use these sustainability reporting standards. Therefore, ESMA should be required to provide an opinion on EFRAG’s technical advice. This opinion should be provided within two months from the date of receipt of the request from the Commission. In addition, the Commission should consult the European Banking Authority, the European Insurance and Occupational Pensions Authority, the European Environment Agency, the European Union Agency for Fundamental Rights, the European Central Bank, the Committee of European Auditing Oversight Bodies and the Platform on Sustainable Finance to ensure that the sustainability reporting standards are coherent with relevant Union policy and legislation. Where any of those bodies decide to submit an opinion, they shall do so within two months from the date of being consulted by the Commission. _________________ 54Regulation (EU) No 1095/2010 of the European Parliament and of the Council of 24 November 2010 establishing a European Supervisory Authority (European Securities and Markets Authority), amending Decision No 716/2009/EC and repealing Commission Decision 2009/77/EC (OJ L 331, 15.12.2010, p. 84).
Amendment 146 #
Proposal for a directive
Recital 41
Recital 41
(41) With regard to climate-related information, users are interested in knowing about undertakings’ physical and transition risks, about its detailed plans to mitigate its own emissions, and about their resilience and plans to adapt to different climate scenarios. They are also interested in the level and scope of greenhouse gas emissions and removals attributed to the undertaking, including the extent to which the undertaking uses offsets and the source of those offsets. Achieving a climate neutral economy requires the alignment of greenhouse gas accounting and offset standards. Users need reliable information regarding offsets that addresses concerns regarding possible double-counting and overestimations, given the risks to the achievement of climate-related targets that double-counting and overestimations can create. The reporting standards should therefore specify the information undertakings should report with regard to those matters.
Amendment 148 #
Proposal for a directive
Recital 43
Recital 43
(43) Sustainability reporting standards should specify the information that undertakings should disclose on social factors, including employee factors and human rights. Such information should cover the impacts of undertakings on people, including on human health. The information that undertakings disclose about human rights should include information about forced labourundertaking should disclose country-by- country information regarding their workforce, working conditions, including wages per gender and per deciles, working hours, workers’ physical and psychological health and safety. It should also disclose information on social dialogue and workers’ representation. The information that undertakings disclose about human rights should include information about the impacts on human rights and workers’ rights in their value chains, including but not limited to forced labour and living wages in their value chains where relevant. Reporting standards that address social factors should specify the information that undertakings should disclose with regard to the principles of the European Pillar of Social Rights that are relevant to businesses, including equal opportunities for all and working conditions. The European Pillar of Social Rights Action Plan adopted in March 2021 calls for stronger requirements on undertakings to report on social issues. The reporting standards should also specify the information that undertakings should disclose with regard to the human rights, fundamental freedoms, democratic principles and standards established in the International Bill of Human Rights and other core UN human rights conventions, the International Labour Organization’s Declaration on Fundamental Principles and Rights at Work, the fundamental conventions of the International Labour Organisation, and the Charter of Fundamental Rights of the European Union.
Amendment 148 #
Proposal for a directive
Recital 36
Recital 36
(36) Sustainability reporting standards should take account of the Commission guidelines on non-financial reporting60 and the Commission guidelines on reporting climate-related information61 . They should also take account of other reporting requirements in Directive 2013/34/EU, in particular reporting on payments to governments by undertakings active in the extractive industry and the logging of forests, as well as other reporting requirement not directly related to sustainability, with the aim of providing the users of the reported information with a better understanding of the development, performance, position and impact of the undertaking, by maximising the links between the sustainability information and other information reported in accordance with Directive 2013/34/EU. _________________ 60 2017/C 215/01. 61 2019/C 209/01.
Amendment 149 #
Proposal for a directive
Recital 43
Recital 43
(43) Sustainability reporting standards should specify the information that undertakings should disclose on social factors, including employee factors and human rights. Such information should cover the impacts of undertakings on people, including on human health. The information that undertakings disclose about human rights should include information about forced labour in their value chains where relevant. Reporting standards that address social factors should specify the information that undertakings should disclose with regard to the principles of the European Pillar of Social Rights that are relevant to businesses, including equal opportunities for all and working conditions. The European Pillar of Social Rights Action Plan adopted in March 2021 calls for stronger requirements on undertakings to report on social issues. The reporting standards should also specify the information that undertakings should disclose with regard to the human rights, fundamental freedoms, democratic principles and standards established in the International Bill of Human Rights and other core UN human rights conventions, the International Labour Organization’s Declaration on Fundamental Principles and Rights at Work, the fundamental conventions of the International Labour Organisation, and the Charter of Fundamental Rights of the European Unionrelevant conventions of the International Labour Organisation and in particular the fundamental conventions of the International Labour Organisation, the European Convention on Human Rights, the European Social Charter, the Charter of Fundamental Rights of the European Union, the United Nations Guiding Principles on Business and Human Rights and the OECD Guidelines for Multinational Enterprises.
Amendment 152 #
Proposal for a directive
Recital 44
Recital 44
(44) Users need information about governance factors, including information on the role of an undertaking’s administrative, management and supervisory bodies, including with regard to sustainability matters, the composition of such bodies, and an undertaking’s internal control, alert mechanism and risk management systems, including in relation to the reporting process. Users also need information about undertakings’ corporate culture and approach to business ethics, including anti-corruption and anti-bribery risk assessments and programmes, and about their political engagements, including lobbying activitiesdetails about direct and indirect lobbying activities. The undertaking should also provide information on beneficial ownership and organisational structure. Information about the management of the undertaking and the quality of relationships with business partners, including payment practices relating to the date or period for payment, the rate of interest for late payment or the compensation for recovery costs referred to in Directive 2011/7/EU of the European Parliament and of the Council62 on late payment in commercial transactions, helps users to understand an undertaking’s risks as well as its impacts on sustainability matters. Every year, thousands of businesses, especially SMEs, suffer administrative and financial burdens because they are paid late, or not at all. Ultimately, late payments lead to insolvency and bankruptcy, with destructive effects on entire value chains. Increasing information about payment practices should empower other undertakings to identify prompt and reliable payers, detect unfair payment practices, access information about the businesses they trade with, and negotiate fairer payment terms. _________________ 62 Directive 2011/7/EU of the European Parliament and of the Council of 16 February 2011 on combating late payment in commercial transactions (OJ L 48, 23.2.2011, p. 1).
Amendment 155 #
Proposal for a directive
Recital 40
Recital 40
(40) It should be ensured that the information reported by undertakings in accordance with the sustainability reporting standards meet the needs of users, including policy makers and public authorities, investors, social partners, and non-governmental organisations. The reporting standards should therefore specify the information that undertakings are to disclose on all major environmental factors, including their impacts and dependencies on climate, air, land, water and biodiversity. Regulation (EU) 2020/852 provides a classification of the environmental objectives of the Union. For reasons of coherence, it is appropriate to use a similar classification to identify the environmental factors that should be addressed by sustainability reporting standards. The reporting standards should consider and specify any geographical or other contextual information that undertakings should disclose to provide an understanding of their principal impacts on sustainability matters and the principal risks to the undertaking arising from sustainability matters.
Amendment 157 #
Proposal for a directive
Recital 41
Recital 41
(41) With regard to climate-related information, users are interested in knowing about undertakings’ physical and transition risks, about its detailed plans to mitigate its own emissions, and about their resilience and plans to adapt to different climate scenarios. They are also interested in the level and scope of greenhouse gas emissions and removals attributed to the undertaking, including the extent to which the undertaking uses offsets and the source of those offsets. Achieving a climate neutral economy requires the alignment of greenhouse gas accounting and offset standards. Users need reliable information regarding offsets that addresses concerns regarding possible double-counting and overestimations, given the risks to the achievement of climate-related targets that double-counting and overestimations can create. The reporting standards should therefore specify the information undertakings should report with regard to those matters.
Amendment 158 #
Proposal for a directive
Recital 43
Recital 43
(43) Sustainability reporting standards should specify the information that undertakings should disclose on social factors, including employee factors and human rights. Such information should cover the impacts of undertakings on people, including on human health. The information that undertakings disclose about human rights should include information about forced labourundertaking should disclose country-by- country information regarding their workforce, working conditions, including wages per gender and per deciles, working hours, workers’ physical and psychological health and safety. It should also disclose information on social dialogue and workers’ representation. The information that undertakings disclose about human rights should include information about the impacts on human rights and workers’ rights in their value chains, including but not limited to forced labour and living wages in their value chains where relevant. Reporting standards that address social factors should specify the information that undertakings should disclose with regard to the principles of the European Pillar of Social Rights that are relevant to businesses, including equal opportunities for all and working conditions. The European Pillar of Social Rights Action Plan adopted in March 2021 calls for stronger requirements on undertakings to report on social issues. The reporting standards should also specify the information that undertakings should disclose with regard to the human rights, fundamental freedoms, democratic principles and standards established in the International Bill of Human Rights and other core UN human rights conventions, the International Labour Organization’s Declaration on Fundamental Principles and Rights at Work, the fundamental conventions of the International Labour Organisation, and the Charter of Fundamental Rights of the European Unionrelevant conventions of the International Labour Organisation and in particular the fundamental conventions of the International Labour Organisation, the European Convention on Human Rights, the European Social Charter, and the Charter of Fundamental Rights of the European Union, the United Nations Guiding Principles on Business and Human Rights and the OECD Guidelines for Multinational Enterprises.
Amendment 161 #
Proposal for a directive
Recital 46
Recital 46
(46) Undertakings in the same sector are often exposed to similar sustainability- related risks, and they often have similar impacts on society and the environment. Comparisons between undertakings in the same sector are especially valuable to investors and other users of sustainability information. Sustainability reporting standards adopted by the Commission should therefore specify both information that undertakings in all sectors should disclose and information that undertakings should disclose depending on their sector of activity. Standards applicable to undertakings active in the extractive industry and the logging of forests should be consistent with reporting requirements of Chapter 10 of Directive 2013/34/EU and require sustainability disclosures to be made at project-level. Project-level disclosures are crucial for investors who need consistent and detailed information to analyse the resilience and risks of specific projects with regard to climate change, environmental and social risks, or resource scarcity. Project-level disclosure is equally crucial for communities affected by the extractive and logging industries and civil society organisations to understand and scrutinize the benefits of extractive and logging industries and their environmental, social and governance impacts. Standards should also take account of the difficulties that undertakings may encounter in gathering information from actors throughout their value chain, especially from SME suppliers and from suppliers in emerging markets and economies.
Amendment 162 #
Proposal for a directive
Recital 44
Recital 44
(44) Users need information about governance factors, including information on the role of an undertaking’s administrative, management and supervisory bodies, including with regard to sustainability matters, the composition of such bodies, and an undertaking’s internal control, alert mechanisms and risk management systems, including in relation to the reporting process. Users also need information about undertakings’ corporate culture and approach to business ethics, including anti- corruption and anti-bribery programmes, and about their political engagements, including lobbying activitiesdetails about their lobbying activities. The undertaking should also provide information on beneficial ownership and organisational structure. Information about the management of the undertaking and the quality of relationships with business partners, including payment practices relating to the date or period for payment, the rate of interest for late payment or the compensation for recovery costs referred to in Directive 2011/7/EU of the European Parliament and of the Council62 on late payment in commercial transactions, helps users to understand an undertaking’s risks as well as its impacts on sustainability matters. Every year, thousands of businesses, especially SMEs, suffer administrative and financial burdens because they are paid late, or not at all. Ultimately, late payments lead to insolvency and bankruptcy, with destructive effects on entire value chains. Increasing information about payment practices should empower other undertakings to identify prompt and reliable payers, detect unfair payment practices, access information about the businesses they trade with, and negotiate fairer payment terms. _________________ 62 Directive 2011/7/EU of the European Parliament and of the Council of 16 February 2011 on combating late payment in commercial transactions (OJ L 48, 23.2.2011, p. 1).
Amendment 164 #
Proposal for a directive
Recital 47
Recital 47
(47) To meet the information needs from users in a timely manner, and in particular given the urgency to meet the information needs of financial market participants subject to the requirements laid down in the delegated acts adopted pursuant to Article 4, paragraphs 6 and 7 of Regulation (EU) 2019/2088, the Commission should adopt a first set of reporting standards by 31 October 2022. That set of reporting standards should specify the information that undertakings should disclose with regard to all reporting areas and sustainability matters, and that financial market participants need to comply with the disclosure obligations laid down in Regulation (EU) 2019/2088. The Commission should adopt a second set of reporting standards at the latest by 31 October 2023, specifying complementary information that undertakings should disclose about sustainability matters and reporting areas where necessary, and information that is specific to the sector in which an undertaking operates. The Commission should prioritise the adoption of standards specific to high-risk sectors and high-risk areas. The Commission should review the standards every 3 years to take account of relevant developments, including the development of international standards.
Amendment 164 #
Proposal for a directive
Recital 46
Recital 46
(46) Undertakings in the same sector are often exposed to similar sustainability- related risks, and they often have similar impacts on society and the environment. Comparisons between undertakings in the same sector are especially valuable to investors and other users of sustainability information. Sustainability reporting standards adopted by the Commission should therefore specify both information that undertakings in all sectors should disclose and information that undertakings should disclose depending on their sector of activity. Standards applicable to undertakings active in the extractive industry and the logging of forests should be consistent with reporting requirements of Chapter 10 of Directive 2013/34/EU and require sustainability disclosures to be made at project-level. Project-level disclosures are crucial for investors who need consistent and detailed information to analyse the resilience and risks of specific projects with regard to climate change, environmental and social risks, or resource scarcity. Project-level disclosure is equally crucial for communities affected by the extractive and logging industries and civil society organisations to understand and scrutinize the benefits of extractive and logging industries and their environmental, social and governance impacts. Standards should also take account of the difficulties that undertakings may encounter in gathering information from actors throughout their value chain, especially from SME suppliers and from suppliers in emerging markets and economies.
Amendment 167 #
Proposal for a directive
Recital 47 a (new)
Recital 47 a (new)
(47a) Undertakings active in the extractive industry as defined in Article 41 (1) of directive 2013/34/EU should be subject to additional sustainability disclosure requirements due to sectoral specificities. Undertakings operating in the extractive industry are characterised by high market capitalizations, global economic influence, and their operations generate important public revenues. They also have exceptional sustainability impacts that should be disclosed in terms of direct and indirect greenhouse gas emissions, pollution, biodiversity loss and human health. Moreover their activities can fuel corruption, conflict and threaten human rights when safeguards are not met or if projects are poorly managed. The additional reporting requirements for the extractive industry also derive from the increased need of users for information due to the ongoing energy transition, which will likely usher in a huge reduction in the production of fossil fuels and a massive increase in the exploitation of minerals needed for clean energy technologies. European capital markets are exposed to climate-related risks with the vulnerability of coal, oil and gas companies being particularly pronounced. These climate related risks will also have real consequences for extractive industry stakeholders in producing countries.
Amendment 169 #
Proposal for a directive
Recital 48
Recital 48
(48) Directive 2013/34/EU does not require that the financial statements or the management report are provided in a digital format, which hinders the findability, accessibility and usability of the reported information. Users of sustainability information increasingly expect such information to be findable, comparable and machine- readable in digital formats and published under open data principles. Digitalisation creates opportunities to exploit information more efficiently and holds the potential for significant cost savings for both users and undertakings. Undertakings should therefore be required to prepare and make publicly available their financial statements and their management report in XHTML format in accordance with Article 3 of Commission Delegated Regulation (EU) 2019/815,63 and to mark- up sustainability information, including the disclosures required by Article 8 of Regulation (EU) 2020/852, in accordance with that Delegated Regulation. A digital taxonomy to the Union sustainability reporting standards will be necessary to allow for the information reported to be tagged in accordance with those standards. These requirements should feed into the work on digitalisation announced by the Commission in its Communication A European strategy for data64 and in the Digital Finance Strategy for the EU.65 These requirements also complement the creation of a European single access point for public corporate information as envisaged in the capital markets union action plan, which also considers the need for structured data. _________________ 63 Commission Delegated Regulation (EU) 2018/815 of 17 December 2018 supplementing Directive 2004/109/EC of the European Parliament and of the Council with regard to regulatory technical standards on the specification of a single electronic reporting format (OJ L 143, 29.5.2019, p. 1). 64 https://ec.europa.eu/digital-single- market/en/european-strategy-data 65 https://ec.europa.eu/info/publications/2009 24-digital-finance-proposals_en
Amendment 169 #
Proposal for a directive
Recital 47
Recital 47
(47) To meet the information needs from users in a timely manner, and in particular given the urgency to meet the information needs of financial market participants subject to the requirements laid down in the delegated acts adopted pursuant to Article 4, paragraphs 6 and 7 of Regulation (EU) 2019/2088, the Commission should adopt a first set of reporting standards by 31 October 2022. That set of reporting standards should specify the information that undertakings should disclose with regard to all reporting areas and sustainability matters, and that financial market participants need to comply with the disclosure obligations laid down in Regulation (EU) 2019/2088. The Commission should adopt a second set of reporting standards at the latest by 31 October 2023, specifying complementary information that undertakings should disclose about sustainability matters and reporting areas where necessary, and information that is specific to the sector in which an undertaking operates. The Commission should prioritise the adoption of standards specific to high-risk sectors and high-risk areas. The Commission should review the standards every 3 years to take account of relevant developments, including the development of international standards.
Amendment 172 #
Proposal for a directive
Recital 48 a (new)
Recital 48 a (new)
(48a) The online platform to access the information should allow users to easily compare the data disclosed by companies online, including by categories such as themes, sectors, countries, turnover and number of employees.
Amendment 172 #
Proposal for a directive
Recital 47 a (new)
Recital 47 a (new)
(47 a) Undertakings active in the extractive industry as defined in Article 41(1) of Directive 2013/34/EU should be subject to additional sustainability disclosure requirements due to sectoral specificities. Undertakings operating in the extractive industry are characterised by high market capitalizations, global economic influence in particular in developing countries, and their operations generate important public revenues. They also have exceptional sustainability impacts that should be disclosed in terms of direct and indirect greenhouse gas emissions, pollution, biodiversity loss and human health. Moreover, their activities can fuel corruption, conflict and threaten human rights when safeguards are not met or if projects are poorly managed. The additional reporting requirements for the extractive industry also derive from the increased need of users for information due to the ongoing energy transition, which will likely usher in a huge reduction in the production of fossil fuels and a massive increase in the exploitation of minerals needed for clean energy technologies. European capital markets are exposed to climate-related risks with the vulnerability of coal, oil and gas companies being particularly pronounced. Those climate-related risks will also have real consequences for extractive industry stakeholders in producing countries.
Amendment 173 #
Proposal for a directive
Recital 49
Recital 49
(49) To allow for the inclusion of the reported sustainability information in the European single access point, Member States should ensure that undertakings publish the duly approved annual financial statements and the management report in the prescribed open data and machine- readable electronic format, and ensure that management reports containing sustainability reporting are made available, without delay following their publication, to the relevant officially appointed mechanism referred to in Article 21(2) of Directive 2004/109/EC.
Amendment 174 #
Proposal for a directive
Recital 48 a (new)
Recital 48 a (new)
(48 a) The online platform to access the information should allow users to easily compare the data disclosed by companies online, including by categories such as themes, sectors, countries, turnover and number of employees.
Amendment 175 #
Proposal for a directive
Recital 49
Recital 49
(49) To allow for the inclusion of the reported sustainability information in the European single access point, Member States should ensure that undertakings publish the duly approved annual financial statements and the management report in the prescribed open data and machine- readable electronic format, and ensure that management reports containing sustainability reporting are made available, without delay following their publication, to the relevant officially appointed mechanism referred to in Article 21(2) of Directive 2004/109/EC.
Amendment 178 #
Proposal for a directive
Recital 52
Recital 52
(52) Article 33 of Directive 2013/34/EU requires Member States to ensure that the members of the administrative, management and supervisory bodies of an undertaking have collective responsibility for ensuring that the (consolidated) annual financial statements, the (consolidated) management report and the (consolidated) corporate governance statement are drawn up and published in accordance with the requirements of that Directive. That collective responsibility should be extended to the digitalisation requirements laid down in Delegated Regulation (EU) 2019/815, to the requirement to comply with Union sustainability reporting standards and to the requirement to mark up sustainability reporting and to publish in an open data format.
Amendment 178 #
(53) The assurance profession distinguishes between limited and reasonable assurance engagements. The conclusion of a limited assurance engagement is usually provided in a negative form of expression by stating that no matter has been identified by the practitioner to conclude that the subject matter is materially misstated. The auditor performs fewer tests than in a reasonable assurance engagement. The amount of work for a limited assurance engagement is therefore less than for reasonable assurance. The work effort in a reasonable assurance engagement entails extensive procedures including consideration of internal controls of the reporting undertaking and substantive testing, and is therefore significantly higher than in a limited assurance engagement. The conclusion of this type of engagement is usually provided in a positive form of expression and states an opinion on the measurement of the subject matter against previously defined criteria. Article 19a(5) and Article 29a(5) of Directive 2013/34/EU require Member States to ensure that the statutory auditor or audit firm checks whether the non-financial statement or the separate report has been provided. It does not require that an independent provider of assurance services verifies the information, although it allows Member States to require such verification where they wish to. The absence of an assurance requirement on sustainability reporting, in contrast to the requirement for the statutory auditor to perform a reasonable assurance engagement on financial statements, would threaten the credibility of the sustainability information disclosed, thus failing to meet the needs of the intended users of that information. Although the objective is to have a similar level of assurance for financial and sustainability reporting, the absence of a commonly agreed standard for the assurance of sustainability reporting creates the risk of different understandings and expectations of what a reasonable assurance engagement would consist of for different categories of sustainability information, especially with regard to forward looking and qualitative disclosures. Therefore, a progressive approach to enhance the level of the assurance required for sustainability information should be considered, starting with an obligation on the statutory auditor or audit firm to express an opinion about the compliance of the sustainability reporting with Union requirements based on a limited assurance engagement. This opinion should cover the compliance of the sustainability reporting with Union sustainability reporting standards, the process carried out by the undertaking to identify the information reported pursuant to the sustainability reporting standards and compliance with the requirement to mark- up sustainability reporting. The auditor should also assess whether the undertaking’s reporting complies with the reporting requirements of Article 8 of Regulation (EU) 2020/852. To guarantee a common understanding and expectations of what a reasonable assurance engagement would consist of, the Commission should adopt assurance standards for reasonable assurance of sustainability reporting by 31 October 2023. The statutory auditor or audit firm should then be required to express an opinion based on a reasonable assurance engagement about the compliance of the sustainability reporting with Union requirements, should the Commission adopt assurance standards for reasonable assurance of sustainability reporting. This would also allow for the progressive development of the assurance market for sustainability information, and of undertakings’ reporting practices. Finally, this progressive approach would phase in the increase in costs for reporting undertakings, given that reasonable assurance is more costly than limited assurance.
Amendment 181 #
Proposal for a directive
Recital 53
Recital 53
(53) The assurance profession distinguishes between limited and reasonable assurance engagements. The conclusion of a limited assurance engagement is usually provided in a negative form of expression by stating that no matter has been identified by the practitioner to conclude that the subject matter is materially misstated. The auditor performs fewer tests than in a reasonable assurance engagement. The amount of work for a limited assurance engagement is therefore less than for reasonable assurance. The work effort in a reasonable assurance engagement entails extensive procedures including consideration of internal controls of the reporting undertaking and substantive testing, and is therefore significantly higher than in a limited assurance engagement. The conclusion of this type of engagement is usually provided in a positive form of expression and states an opinion on the measurement of the subject matter against previously defined criteria. Article 19a(5) and Article 29a(5) of Directive 2013/34/EU require Member States to ensure that the statutory auditor or audit firm checks whether the non-financial statement or the separate report has been provided. It does not require that an independent provider of assurance services verifies the information, although it allows Member States to require such verification where they wish to. The absence of an assurance requirement on sustainability reporting, in contrast to the requirement for the statutory auditor to perform a reasonable assurance engagement on financial statements, would threaten the credibility of the sustainability information disclosed, thus failing to meet the needs of the intended users of that information. Although the objective is to have a similar level of assurance for financial and sustainability reporting, the absence of a commonly agreed standard for the assurance of sustainability reporting creates the risk of different understandings and expectations of what a reasonable assurance engagement would consist of for different categories of sustainability information, especially with regard to forward looking and qualitative disclosures. Therefore, a progressive approach to enhance the level of the assurance required for sustainability information should be considered, starting with an obligation on the statutory auditor or audit firm to express an opinion about the compliance of the sustainability reporting with Union requirements based on a limited assurance engagement. This opinion should cover the compliance of the sustainability reporting with Union sustainability reporting standards, the process carried out by the undertaking to identify the information reported pursuant to the sustainability reporting standards and compliance with the requirement to mark- up sustainability reporting. The auditor should also assess whether the undertaking’s reporting complies with the reporting requirements of Article 8 of Regulation (EU) 2020/852. To guarantee a common understanding and expectations of what a reasonable assurance engagement would consist of, the Commission should adopt assurance standards for reasonable assurance of sustainability reporting by 31 October 2023. The statutory auditor or audit firm should then be required to express an opinion based on a reasonable assurance engagement about the compliance of the sustainability reporting with Union requirements, should the Commission adopt assurance standards for reasonable assurance of sustainability reporting. This would also allow for the progressive development of the assurance market for sustainability information, and of undertakings’ reporting practices. Finally, this progressive approach would phase in the increase in costs for reporting undertakings, given that reasonable assurance is more costly than limited assurance.
Amendment 183 #
Proposal for a directive
Recital 63 a (new)
Recital 63 a (new)
Amendment 184 #
Proposal for a directive
Recital 54 a (new)
Recital 54 a (new)
(54a) To guarantee the independence of the assurance of sustainability information, in case an undertaking relies on statutory auditors, audit firm or independent assurance services firms in the design, implementation or assessment of their due diligence process, it should not in addition request assurance of sustainability reporting from the same entity.
Amendment 185 #
Proposal for a directive
Recital 71
Recital 71
(71) Member States are invited to assess the impact of their transposition act on SMEs in order to ensure that they provide the necessary information on sustainability matters and impacts but are not disproportionately affected, giving specific attention to micro-enterprises and to the administrative burden, and to publish the results of such assessments. Member States should consider introducing measures to support SMEs in applying the voluntary simplified reporting standards.
Amendment 188 #
Proposal for a directive
Recital 60
Recital 60
(60) Article 27 of Directive 2006/43/EC sets out rules on the statutory audit of a group of undertakings. Those rules should be extended to the assurance of consolidated sustainability reporting, where the statutory auditor performs the statutory audit.
Amendment 189 #
Proposal for a directive
Recital 63 a (new)
Recital 63 a (new)
(63a) Directive 2006/43/EC doesn’t require Member States to allow users to submit complaints against undertakings or statutory auditors or audit firms in case of a breach of the sustainability reporting and assurance requirements. Trade unions, consumer associations, civil society organisations in particular and members of the public in general should be able to file a complaint if they are aware of a violation of those requirements. The Member State shall examine the complaint, decide whether the statutory auditor or audit firm has breached its obligation and provide for adequate sanctions. This would give a recourse to users and actors potentially concerned by an undertaking’s incorrect sustainability reporting and allow for a better enforcement of the Directive.
Amendment 189 #
Proposal for a directive
Article 1 – paragraph 1 – point 1
Article 1 – paragraph 1 – point 1
Directive 2013/34/EU
Article 1 – paragraph 3
Article 1 – paragraph 3
3. The coordination measures prescribed by Articles 19a, 19d, 29a, 30 and 33, Article 34(1), second subparagraph, point (aa), paragraphs 2 and 3 of Article 34, and Article 51 of this Directive shall also apply to the laws, regulations and administrative provisions of the Member States relating to the following undertakings and the undertakings defined in Article 19a(1) of this Directive regardless of their legal form:
Amendment 190 #
Proposal for a directive
Article 1 – paragraph 1 – point 1
Article 1 – paragraph 1 – point 1
Directive 2013/34/EU
Article 1 – paragraph 3
Article 1 – paragraph 3
Amendment 193 #
Proposal for a directive
Recital 71
Recital 71
(71) Member States are invited to assess the impact of their transposition act on SMEs in order to ensure that they provide the necessary information on sustainability matters and impacts but are not disproportionately affected, giving specific attention to micro-enterprises and to the administrative burden, and to publish the results of such assessments. Member States should consider introducing measures to support SMEs in applying the voluntary simplified reporting standards.
Amendment 198 #
Proposal for a directive
Article 1 – paragraph 1 – point 2
Article 1 – paragraph 1 – point 2
Directive 2013/34/EU
Article 2 – point 20a (new)
Article 2 – point 20a (new)
(20 a) ‘high-risk sector’ means a sector that is particularly exposed to sustainability risks or is associated with a high likelihood of actual or potential severe impacts on sustainability matters.
Amendment 200 #
Proposal for a directive
Article 1 – paragraph 1 – point 1
Article 1 – paragraph 1 – point 1
Directive 2013/34/EU
Article 1
Article 1
3. The coordination measures prescribed by Articles 19a, 19d, 29a, 30 and 33, Article 34(1), second subparagraph, point (aa), paragraphs 2 and 3 of Article 34, and Article 51 of this Directive shall also apply to the laws, regulations and administrative provisions of the Member States relating to the following undertakings and the undertakings defined in Article 19a(1) regardless of their legal form:
Amendment 200 #
Proposal for a directive
Article 1 – paragraph 1 – point 2
Article 1 – paragraph 1 – point 2
(20 b) ‘high-risk areas means a geographical area that is particularly exposed to sustainability risks or is associated with a high likelihood of actual or potential severe impacts on sustainability matters.
Amendment 203 #
Proposal for a directive
Article 1 – paragraph 1 – point 1
Article 1 – paragraph 1 – point 1
Directive 2013/34/EU
Article 1
Article 1
Amendment 204 #
Proposal for a directive
Article 1 – paragraph 1 – point 2
Article 1 – paragraph 1 – point 2
Directive 2013/34/EU
Article 2 – point 20c (new)
Article 2 – point 20c (new)
(20 c) ‘targets’ means measurable, specific, time-bound and, when applicable, science-based indicators
Amendment 207 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
1. Large undertakings and, as of 1 January 2026,, public interest entities and small and medium-sized undertakings which are undertakings referred to in Article 2, point (1), point (a),operating in high-risk sectors or high-risk areas listed in Annex IIa, and undertakings meeting those criteria that operate in the single market without being established in the Union shall include in the management report information necessary to understand the undertaking’s impacts on sustainability matters, and information necessary to understand how sustainability matters affect the undertaking’s development, performance and position.
Amendment 213 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a – paragraph 2 – point a
Article 19a – paragraph 2 – point a
(ii) the opportunities and risks for the undertaking related to sustainability matters;
Amendment 214 #
Proposal for a directive
Article 1 – paragraph 1 – point 2
Article 1 – paragraph 1 – point 2
Directive 2013/34/EU
Article 2
Article 2
(20a) ‘high-risk sector’ means a sector that is particularly exposed to sustainability risks or is associated with a high likelihood of actual or potential severe impacts on sustainability matters;
Amendment 214 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a – paragraph 2 – point a – sub–point ii a (new)
Article 19a – paragraph 2 – point a – sub–point ii a (new)
(ii a) the assessment by the undertaking of its impacts on sustainability matters;
Amendment 215 #
Proposal for a directive
Article 1 – paragraph 1 – point 2
Article 1 – paragraph 1 – point 2
Directive 2013/34/EU
Article 2
Article 2
(20b) ‘high-risk areas means a geographical area that is particularly exposed to sustainability risks or is associated with a high likelihood of actual or potential severe impacts on sustainability matters;
Amendment 217 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a – paragraph 2 – subparagraph 1 – point a – sub–point iii a (new)
Article 19a – paragraph 2 – subparagraph 1 – point a – sub–point iii a (new)
(iii a) the plans of the undertaking to ensure that its business model and strategy respect workers’ rights and potentially affected communities;
Amendment 218 #
Proposal for a directive
Article 1 – paragraph 1 – point 2
Article 1 – paragraph 1 – point 2
Directive 2013/34/EU
Article 2
Article 2
(20c) ‘targets’ means measurable, specific, time-bound and, when applicable, science-based indicators;
Amendment 220 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a – paragraph 2 – subparagraph 2 – point a – sub–point v
Article 19a – paragraph 2 – subparagraph 2 – point a – sub–point v
(v) how the undertaking’s strategy has been implemented with regard to sussustainability matters and related targets, in connection with principal risks, opportunities, and severe impacts, have been integrated into the undertakinability mattersg’s strategy;
Amendment 225 #
Proposal for a directive
Article 1 – paragraph 1 – point 3 Directive 2013/34/EU
Article 1 – paragraph 1 – point 3 Directive 2013/34/EU
(b) a description of the targets related to sustainability matters set by the undertaking and of the progress the undertaking has made towards achieving those targetsscience-based and time-bound short-term, mid-term and long-term targets set by the undertaking to address the principal risks, opportunities and impacts of its activities with regards to sustainability matters, along with corresponding evidence;
Amendment 226 #
Proposal for a directive
Article 1 – paragraph 1 – point 3 Directive 2013/34/EU
Article 1 – paragraph 1 – point 3 Directive 2013/34/EU
1. Large undertakings and, as of 1 January 2026, public interest entities, small and medium-sized undertakings which are undertakings referred to in Article 2, point (1), point (a),operating in high-risk sectors or high-risk areas listed in annex, and undertakings meeting those criteria that operate in the single market without being established in the European Union shall include in the management report information necessary to understand the undertaking’s impacts on sustainability matters, and information necessary to understand how sustainability matters affect the undertaking’s development, performance and position.
Amendment 226 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a – paragraph 2 – point b a (new)
Article 19a – paragraph 2 – point b a (new)
(b a) a description of the investments, actions and policies adopted to achieve those targets, and of the progress the undertaking has made towards achieving those targets;
Amendment 228 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a – paragraph 2 – point c
Article 19a – paragraph 2 – point c
Amendment 230 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a – paragraph 2 – point d
Article 19a – paragraph 2 – point d
(d) a description of the undertaking’s policies in relation to sustainability matters and in particular with respect to identified actual or potential severe impacts and opportunities;
Amendment 233 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a – paragraph 2 – point e – sub–point i
Article 19a – paragraph 2 – point e – sub–point i
(i) the due diligence process implemented with regard to sustainability matters; in line with applicable Union legislation on due diligence [Directive XXX];
Amendment 234 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a – paragraph 2 – point e – sub–point i a (new)
Article 19a – paragraph 2 – point e – sub–point i a (new)
(i a) the structure of the undertaking’s value chain including through a mapping of its own operations, subsidiaries, suppliers and business relationships. Disclosed information shall include names, locations, types of products and services supplied;
Amendment 238 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
(ii) the opportunities and risks for the undertaking related to sustainability matters;
Amendment 238 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a – paragraph 2 – point e – sub–point ii
Article 19a – paragraph 2 – point e – sub–point ii
(ii) the principal actual or potential adverse impacts connected with the undertaking’s value chain as identified through the due diligence process, including its own operations, its products and services, its subsidiaries, its business relationships and its supply chain, including information on people affected by those impacts;
Amendment 239 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
(iia) the assessment by the undertaking of its impacts on sustainability matters;
Amendment 239 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a – paragraph 2 – point e – sub–point ii a (new)
Article 19a – paragraph 2 – point e – sub–point ii a (new)
(ii a) the negative or positive effects of the undertaking’s business practises, policies and decisions on the identified impacts, including its purchasing policies and practises;
Amendment 241 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a – paragraph 2 – point e – sub–point iii
Article 19a – paragraph 2 – point e – sub–point iii
(iii) any actions taken, and the result of such actions, to prevent, mitigate oridentify, assess, prevent, mitigate, cease, monitor, communicate, account for, address and remediate actual or potential adverse impacts;
Amendment 242 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
(iiia) the plans of the undertaking to ensure that its business model and strategy respect workers’ rights and potentially affected communities;
Amendment 245 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
(v) how the undertaking’s strategy has been implemented with regard to sustainability matters has integrated sustainability matters and related targets in connection with principal risks, opportunities, and severe impacts, into its strategy;
Amendment 248 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19(a) – point 3
Article 19(a) – point 3
Amendment 250 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
(b) a description of the targets related to sustainability matters set by the undertaking and of the progress the undertaking has made towards achieving those targetsime-bound short-term, mid-term, and long-term targets set by the undertaking to address the principal risks, opportunities and impacts of its activities with regards to sustainability matters. In all cases possible, those targets should be science-based and presented along with corresponding evidence;
Amendment 251 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
(ba) a description of the investments, actions and policies adopted to achieve those targets;
Amendment 252 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
(c) a description of the role of the administrative, management and supervisory bodies with regard to sustainability matters, including with regard to: (i) the matters addressed by these bodies during the reporting period; (ii) their engagement in the due diligence process implemented with regard to sustainability matters to identify adverse impacts, including any direct engagement with the stakeholders affected by the identified impacts; (ii) their engagement in the analysis of main risks and opportunities for the undertaking related to sustainability matters; (iii) approval of the undertaking’s strategy and targets related to sustainability matters and of financial resources for their implementation; (iv) specific oversight on the implementation of the undertaking’s strategy related to sustainability matters; (v) expertise on sustainability matters possessed by the members of the administrative, management and supervisory bodies and consultation of external experts;
Amendment 252 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
Member States may allow limited information relating to impending devel -opments or matters in the course of negotiation to be omitted in excep -tional cases where, in the duly justified opinion of the members of the administrative, management and supervisory bodies, acting within the competences assigned to them by national law and having collective responsibility for that opinion, the disclosure of such information would be seriously prejudicial to the commercial position of the undertaking, provided that such omission does not prevent a fair and balanced under -standing of the undertaking's development, performance, position and impact of its activity.
Amendment 255 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
(c) a description of the rolecomposition, role and responsibilities of the administrative, management and supervisory bodies with regard to sustainability matters, including the link between executive and non-executive directors’ variable remuneration and the achievement of sustainability targets;
Amendment 256 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
(c) a description of the rolecomposition, role and responsibilities of the administrative, management and supervisory bodies with regard to sustainability matters, including employee representation in such bodies;
Amendment 258 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
(d) a description of the undertaking’s policies in relation to sustainability matters and in particular with respect to identified actual or potential severe impacts and opportunities;
Amendment 258 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a – paragraph 7 – subparagraph 1
Article 19a – paragraph 7 – subparagraph 1
7. An undertaking which is a subsidiary undertaking shall be exempted from the obligations set out in paragraphs 1 to 4 if that undertaking and its subsidiary undertakings are included in the consolidated management report of a parent undertaking, drawn up in accordance with Articles 29 and 29a. An undertaking that is a subsidiary undertaking from a parent undertaking that is established in a third country shall also be exempted from the obligations set out in paragraphs 1 to 4 where that undertaking and its subsidiary undertakings are included in the consolidated management report of that parent undertaking and where the consolidated management report is drawn up in a manner that may be considered equivalent, in accordance with the relevant implementing measures adopted pursuant to Article 23(4), point (i), of Directive 2004/109/EC of the European Parliament and of the Council*6, to the manner required by the sustainability reporting standards referred to in Article 19b of this Directive.deleted
Amendment 260 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Amendment 263 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
(i) the due diligence process implemented with regard to sustainability matters in line with applicable EU legislation on due diligence [Directive XXX];
Amendment 263 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
The Member State by which the undertaking that is exempted from the obligations set outgoverning a subsidiary of an undertaking referred to in paragraphs 1 to 4 is governed, may require that the consolidated management report referred to in the first subparagraph of this paragraphof that parent undertaking is published in an official language of the Member State or in a language customary in the sphere of international finance, and that any necessary translation into those languages is certified.
Amendment 264 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
(ia) the structure of the undertaking’s value chain including through a mapping of its own operations, subsidiaries, suppliers and business relationships. Disclosed information should include names, locations, types of products and services supplied;
Amendment 265 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
The management report of an undertaking that is exempted from subsidiary of a parent undertaking subjected to the obligations set out in paragraphs 1 to 4 shall contain all of the following information:
Amendment 266 #
Amendment 268 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
(ii) the principal actual or potential adverse impacts connected with the undertaking’s value chain as identified through the due diligence process, including its own operations, its products and services, its subsidiaries, its business relationships and its supply chain, including information on people affected by those impacts;
Amendment 268 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a – paragraph 7a (new)
Article 19a – paragraph 7a (new)
Amendment 269 #
(iia) the negative or positive effects of the undertaking’s business practises, policies and decisions on the identified impacts, including its purchasing policies and practises;
Amendment 273 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
(iii) any actions taken, and the result of such actions, to prevent, mitigate oridentify, assess, prevent, mitigate, cease, monitor, communicate, account for, address and remediate actual or potential adverse impacts;
Amendment 274 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 1 – subparagraph 1 – point b – sub point i a (new)
Article 19b – paragraph 1 – subparagraph 1 – point b – sub point i a (new)
(i a) key targets against which all undertakings must report on sustainability matters;
Amendment 275 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 1 – subparagraph 1 – point b – sub point ii
Article 19b – paragraph 1 – subparagraph 1 – point b – sub point ii
(ii) information that undertakings shall report that is specific to the sector in which they operateor the area in which they operate, and as a matter of priority, information that undertaking operating in high-risk sectors and high-risk areas shall report.
Amendment 281 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
The Commission shall, at least every three years after its date of application, review any delegated act adopted pursuant to this Article, taking into consideration the technical advice of the European Financial Reporting Advisory Group (EFRAG), and where necessary. It shall guarantee the involvement of trade unions in that process, and include other relevant stakeholders and civil society organisations. The European Commission may rely on the technical advice of the European Financial Reporting Advisory Group (EFRAG), provided that such advice has been developed by an independent technical advisory body funded by the European Union and financially independent from private stakeholders, with proper due process, public oversight, transparency, and with the expertise, direct and balanced participation of relevant stakeholders. Where necessary, the European Commission shall amend such delegated act to take into account relevant developments, including developments with regard to international standards.
Amendment 284 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2
Article 19b – paragraph 2
2. The sustainability reporting standards referred to in paragraph 1 shall require that the information to be reported is understandable, relevant, representative, verifiable, comparable, and is represented in a faithful manner. When applicable, the information shall be science-based and measurable. The sustainable reporting standards referred to in paragraph 1 shall require undertakings to disclose all contextual information that is necessary to understand the information reported. The sustainable reporting standards referred to in paragraph 1 shall require undertakings to provide information on its capability to reduce negative impacts and maximise positive impacts.
Amendment 287 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(i) climate change mitigation; , including substantiated explanation on the alignment of the undertaking’s business model and strategy with the goal of limiting of global warming to 1.5 °C with no or limited overshoot and recourse to compensation technologies, pursuant to the latest evidence provided by the IPCC;
Amendment 288 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
Amendment 288 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(i) climate change mitigation, including absolute and relative emission reduction targets on a 5 years rolling basis, as well as milestone targets for 2030 and 2050;
Amendment 289 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(i) climate change mitigation, including detailed transition plans to achieve those targets including economic, financial and investment programs;
Amendment 290 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
(i) climate change mitigation, including greenhouse gas emissions (scope 1, 2 and 3);
Amendment 292 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2
Article 19b – paragraph 2
(ii) climate change adaptation, including risks identified by the undertaking for its operations under different climate scenarios, targets and detailed transition plans to address these risks;
Amendment 293 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
Member States may allow limited information relating to impending devel-opments or matters in the course of negotiation to be omitted in excep-tional cases where, in the duly justified opinion of the members of the administrative, management and supervisory bodies, acting within the competences assigned to them by national law and having collective responsibility for that opinion, the disclosure of such information would be seriously prejudicial to the commercial position of the undertaking, provided that such omission does not prevent a fair and balanced under -standing of the undertaking's development, performance, position and impact of its activity.
Amendment 294 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2
Article 19b – paragraph 2
(iii) water and marine resourceuse of water, soil, land and marine resources, including information on the changes in quality or quantity of those resources and the fair access to those resources by other users and local stakeholders;
Amendment 296 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2 – point a
Article 19b – paragraph 2 – point a
(iii a) land use, including the artificialisation of land;
Amendment 298 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2
Article 19b – paragraph 2
(iv) resource use and circular economy; targets to limit the use of resource and in particular rare resources, and circular economy, including targets related to the reparability of assets and products, to upstream and downstream recycling, as well as detailed plans to achieve those targets;
Amendment 300 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2
Article 19b – paragraph 2
(v) pollution of any kind, including plastic pollution, water, air and soil pollution, diffuse pollution, targets to reduce pollution and detailed plans to achieve those targets;
Amendment 302 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2
Article 19b – paragraph 2
(vi) biodiversity and ecosystems, including targets to reduce deforestation and impacts on wildlife, as well as detailed plans to achieve those targets;
Amendment 303 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
7. An undertaking which is a subsidiary undertaking shall be exempted from the obligations set out in paragraphs 1 to 4 if that undertaking and its subsidiary undertakings are included in the consolidated management report of a parent undertaking, drawn up in accordance with Articles 29 and 29a. An undertaking that is a subsidiary undertaking from a parent undertaking that is established in a third country shall also be exempted from the obligations set out in paragraphs 1 to 4 where that undertaking and its subsidiary undertakings are included in the consolidated management report of that parent undertaking and where the consolidated management report is drawn up in a manner that may be considered equivalent, in accordance with the relevant implementing measures adopted pursuant to Article 23(4), point (i), of Directive 2004/109/EC of the European Parliament and of the Council*6, to the manner required by the sustainability reporting standards referred to in Article 19b of this Directive.deleted
Amendment 303 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2
Article 19b – paragraph 2
(vi a) animal welfare, including living conditions, conditions for the transport and the slaughter of animals involved in the activities of the undertaking;
Amendment 305 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2(b)(i)
Article 19b – paragraph 2(b)(i)
(i) equal opportunities for all, including gender equality and equal pay for equal work, training and skills development, and the average expenditure on training per worker, employment and inclusion of people with disabilities, and steps taken to reduce inequalities on a country-by-country base;
Amendment 307 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2 – point b – sub–point i a (new)
Article 19b – paragraph 2 – point b – sub–point i a (new)
(i a) the undertaking’s workforce, including country-by-country data on workforce composition, diversity, gender equality, inclusion of vulnerable groups, use of contingent labour, and board-level employee representation;
Amendment 308 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
The consolidated management report of the parent undertaking referred to in subparagraph 1 shall be published in accordance with Article 30, in the manner prescribed by the law of the Member State by which the undertaking that is exempted fromsubsidiary is subjected to the obligations set out in paragraphs 1 to 4 is governed.
Amendment 308 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(ii) country-by-country data on working conditions, including secure and adaptable employment, wages, social dialogue, collective bargaining and the involvement of workersincluding wage levels disaggregated per gender, per deciles, per category of occupation, management to workers pay ratio and median pay gap, and comparison with applicable minimum wage and living wage levels, social dialogue, including freedom of association, collective bargaining coverage, board-level employee representation where applicable, work-life balance, including working time and leave per type of occupation, and a healthy, safe and well- adapted work environment, including data on workplace accidents and safety programs;
Amendment 311 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(iii) respect for the human rights, fundamental freedoms, democratic principles and standards established in the International Bill of Human Rights and other core UN human rights conventions, the International Labour Organization’s Declaration on Fundamental Principles and Rights at Work and the ILO fundamental conventions and the Charter of Fundamental Rights of the European Union., the relevant ILO conventions and in particular the ILO fundamental conventions, the European Convention on Human Rights, the European Social Charter, the Charter of Fundamental Rights of the European Union, the UN Guiding Principles on Business and Human Rights and the OECD Guidelines for Multinational Enterprises;
Amendment 312 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
The Member State by which the undertaking that is exempted froma subsidiary of a parent undertaking subjected to the obligations set out in paragraphs 1 to 4 is governed, may require that the consolidated management report referred to in the first subparagraph of this paragraphof the parent undertaking is published in an official language of the Member State or in a language customary in the sphere of international finance, and that any necessary translation into those languages is certified.
Amendment 313 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
The management report of an undertaking that is exempted from subsidiary of a parent undertaking subjected to the obligations set out in paragraphs 1 to 4 shall contain all of the following information:
Amendment 313 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2 – subparagraph 2 – point b – sub point iii a (new)
Article 19b – paragraph 2 – subparagraph 2 – point b – sub point iii a (new)
(iii a) implementation and results of the undertaking’s due diligence process to meet its responsibility to respect human rights and the environment;
Amendment 314 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2 – subparagraph 2 – point b – sub point iii b (new)
Article 19b – paragraph 2 – subparagraph 2 – point b – sub point iii b (new)
(iii b) respect for the free, prior and informed consent of communities affected by the undertakings’ projects;
Amendment 317 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
Amendment 317 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2 – point c – sub point i
Article 19b – paragraph 2 – point c – sub point i
(i) the role, responsibility and composition of the undertaking’s administrative, management and supervisory bodies, including with regard to sustainability matters, and their compositionincluding the link between executive and non-executive directors’ variable remuneration and the achievement of sustainability targets;
Amendment 318 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2 – point c – sub point i
Article 19b – paragraph 2 – point c – sub point i
(i) the role of the undertaking’s administrative, management and supervisory bodies, including with regard to sustainability matters, and their composition, including their engagement in the analysis of main risks and opportunities for the undertaking related to sustainability matters;
Amendment 319 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2 – point c – sub point i
Article 19b – paragraph 2 – point c – sub point i
(i) the role of the undertaking’s administrative, management and supervisory bodies, including with regard to sustainability matters, and their composition, including their engagement in the due diligence process and engagement with the stakeholders affected by the identified impacts;
Amendment 320 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
7 a. The European Commission shall be empowered to adopt delegated acts in accordance with Article 49 to amend the lists of high-risk sectors and high-risk areas set out in Article 2, point (20a) and point (20b). The list shall take into account the NACE classification, existing legislation and guidelines of the European Union, international reporting standards, reports of international organisations, and relevant and reliable evidence.
Amendment 321 #
Proposal for a directive
Article 1 – paragraph 1 – point 3
Article 1 – paragraph 1 – point 3
Directive 2013/34/EU
Article 19a
Article 19a
7 b. The European Commission shall guarantee the involvement of trade unions in the process of reviewing the lists of high-risks sectors and high-risks areas and the consultation of all relevant stakeholders. in the process of review and amendment of the lists.
Amendment 321 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2 – point c – sub point i a (new)
Article 19b – paragraph 2 – point c – sub point i a (new)
(i a) respect for workers’ right to information and consultation as defined by international and Union law, the presence of workers’ representatives and their trade unions in management bodies, with a focus on selection procedures, level of information and voting rights compared to other members of these bodies;
Amendment 323 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2 – point c – sub point ii
Article 19b – paragraph 2 – point c – sub point ii
(ii) business ethics and corporate culture, includingassessment of corruption risks, anti-corruption and anti- bribery programmes, internal alert mechanisms;
Amendment 325 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2 – point c – sub point iii
Article 19b – paragraph 2 – point c – sub point iii
(iii) political engagements of the undertaking, including its direct lobbying activities, expenses, and political donations, as well as membership, affiliation or participation of the undertaking in organisations exercising lobbying activities, and funding of think tanks exercising lobbying activities;
Amendment 328 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2 – point c – sub point iv
Article 19b – paragraph 2 – point c – sub point iv
(iv) the management and quality of relationships with business partners, including payment and purchasing practices;
Amendment 331 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(i a) key targets against which all undertakings must report on sustainability matters;
Amendment 332 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(ii) information that undertakings shall report that is specific to the sector or the area in which they operate, and as a matter of priority, information that undertaking operating in high-risk sectors and high-risk areas shall report.
Amendment 332 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2 – point c – point v a (new)
Article 19b – paragraph 2 – point c – point v a (new)
(v a) Information on beneficial ownership and organisational structure, including subsidiaries, affiliates, joint ventures and non-fully consolidated holdings;
Amendment 333 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b – paragraph 2 a (new)
Article 19b – paragraph 2 a (new)
2 a. The sustainability reporting standards referred to in paragraph 1 shall include an evaluation mechanism (based on qualitative information and indicators) which makes the disclosed sustainability information comparable between companies and allows for the quantitative rating of corporate sustainability performance as a base for public procurement, State Aid and other policy measures.
Amendment 336 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
The Commission shall, at least every three years after its date of application, review any delegated act adopted pursuant to this Article, taking into. It shall conduct appropriate considerultations and may rely on the technical advice of the European Financial Reporting Advisory Group (EFRAG), and where necessaryprovided that such advice has been developed by an independent technical advisory body funded by the European Union and financially independent from private stakeholders, with proper due process, public oversight, transparency, and with the expertise, direct and balanced participation of relevant stakeholders. Where necessary, the Commission shall amend such delegated act to take into account relevant developments, including developments with regard to international standards.
Amendment 338 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
The Commission shall, at least every three years after its date of application, review any delegated act adopted pursuant to this Article, taking. It shall guarantee the involvement of trade unions in that process, and include other relevant stakeholders and civil society organisations. It shall take into consideration the technical advice of the European Financial Reporting Advisory Group (EFRAG), and where necessary shall amend such delegated act to take into account relevant developments, including developments with regard to international standards.
Amendment 345 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
2. The sustainability reporting standards referred to in paragraph 1 shall require that the information to be reported is understandable, relevant, representative, verifiable, comparable, and is represented in a faithful manner. In all cases possible, the information shall be science-based and measurable.
Amendment 349 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(ii) the opportunities and risks for the group related to sustainability matters;
Amendment 350 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(ii a) the assessment by the undertaking of its impacts on sustainability matters;
Amendment 352 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(iii a) the plans of the undertaking to ensure that its business model and strategy respect workers’ rights and potentially affected communities;
Amendment 354 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(i) climate change mitigation, including substantiated explanation on the alignment of the undertaking’s business model and strategy with the goal of limiting of global warming to 1.5 °C with no or limited overshoot and recourse to compensation technologies, pursuant to the latest evidence provided by the IPCC;
Amendment 355 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(i) climate change mitigation, including absolute and relative emission reduction targets on a 5 years rolling basis, as well as milestone targets for 2030 and 2050;
Amendment 356 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(i) climate change mitigation, including detailed transition plans to achieve those targets including economic, financial and investment programs;
Amendment 356 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(v) how the group’s strategy has been implemented with regard to sussustainability matters and related targets, in connection with principal risks, opportunities, and severe impacts, have been integrated into the undertakinability mattersg’s strategy;
Amendment 358 #
Proposal for a directive
Article 1 – paragraph 1 – point 4 Directive 2013/34/EU
Article 1 – paragraph 1 – point 4 Directive 2013/34/EU
(i) climate change mitigation, including greenhouse gas emissions (scope 1, 2 and 3);
Amendment 358 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(b) a description of the targets related to sustainability matters set by the group science-based and time-bound short-term, mid-term and long-term targets set by the group to address the principal risks, opportunities and impacts of its activities with regards to sustainability matters, along with corresponding evidence and of the progress of the undertaking towards achieving them;
Amendment 359 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(c) a description of the role of the administrative, management and supervisory bodies with regard to sustainability matters, including with regard to: (i) the matters addressed by these bodies during the reporting period; (ii) their engagement in the due diligence process implemented with regard to sustainability matters to identify adverse impacts, including any direct engagement with the stakeholders affected by the identified impacts; (ii) their engagement in the analysis of main risks and opportunities for the undertaking related to sustainability matters; (iii) approval of the undertaking’s strategy and targets related to sustainability matters and of financial resources for their implementation; (iv) specific oversight on the implementation of the undertaking’s strategy related to sustainability matters; (v) expertise on sustainability matters possessed by the members of the administrative, management and supervisory bodies and consultation of external experts;
Amendment 361 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(ii) climate change adaptation, including risks identified by the undertaking for his operations under different climate scenarios, targets and detailed transition plans to address these risks;
Amendment 363 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(i) the due diligence process implemented with regard to sustainability matters in line with applicable Union legislation on due diligence [Directive XXX];
Amendment 364 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(iii) water and marine resourceuse of water, soil, land and marine resources, including information on the changes in quality or quantity of those resources, and the fair access to those resources by other users and local stakeholders;
Amendment 364 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(i a) the structure of the undertaking’s value chain including through a mapping of its own operations, subsidiaries, suppliers and business relationships. Disclosed information shall include names, locations, types of products and services supplied;
Amendment 366 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(iii a) land use, including the artificialisation of land;
Amendment 366 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(ii) the principal actual or potential adverse impacts connected with the group’s value chain as identified through the due diligence process, including its own operations, its products and services, its subsidiaries, its business relationships and its supply chain, including information on people affected by those impacts;
Amendment 367 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(ii a) the negative or positive effects of the undertaking’s business practices, policies and decisions on the identified impacts, including its purchasing policies and practices;
Amendment 368 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(iii) any actions taken, and the result of such actions, to prevent, mitigate oridentify, assess, prevent, mitigate, cease, monitor, communicate, account for, address and remediate actual or potential adverse impacts;
Amendment 369 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(iv) resource use and circular economytargets to limit the use of resource and in particular rare resources, and circular economy, including targets related to the reparability of assets and products, to upstream and downstream recycling, as well as detailed plans to achieve those targets;
Amendment 374 #
Proposal for a directive
Article 1 – paragraph 1 – point 4 Directive 2013/34/EU
Article 1 – paragraph 1 – point 4 Directive 2013/34/EU
(v) pollution of any kind, including plastic pollution, water, air and soil pollution, diffuse pollution, targets to reduce pollution and detailed plans to achieve those targets;
Amendment 374 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
The information referred to in paragraphs 1 and 2 shall include all information about the group’s value chain, including its own operations, workforce, investments, assets, its products and services, its business relationships and its supply chain, where appropriate that is useful in order to understand the impacts and risks related to sustainability matters for the undertaking.
Amendment 378 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
Member States may allow limited information relating to impending devel -opments or matters in the course of negotiation to be omitted in excep -tional cases where, in the duly justified opinion of the members of the administrative, management and supervisory bodies, acting within the competences assigned to them by national law and having collective responsibility for that opinion, the disclosure of such information would be seriously prejudicial to the commercial position of the group, provided that such omission does not prevent a fair and balanced under -standing of the group's development, performance, position and impact of its activity.
Amendment 379 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(vi) biodiversity and ecosystems, including targets to reduce deforestation and impacts on wildlife, as well as detailed plans to achieve those targets;
Amendment 381 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
7. A parent undertaking which is also a subsidiary undertaking shall be exempted from the obligation set out in paragraphs 1 to 4 if that exempted parent undertaking and its subsidiaries are included in the consolidated management report of another undertaking, drawn up in accordance with Article 29 and this Article. A parent undertaking that is a subsidiary undertaking from a parent undertaking that is established in a third country shall also be exempted from the obligations set out in paragraphs 1 to 4 where that undertaking and its subsidiary undertakings are included in the consolidated management report of that parent undertaking and where the consolidated management report is drawn up in a manner that may be considered equivalent, in accordance with the relevant implementing measures adopted pursuant to Article 23(4)(i) of Directive 2004/109/EC, to the manner required by the sustainability reporting standards referred to in Article 19b of this Directive.deleted
Amendment 382 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(vi a) animal welfare, including living conditions, conditions for the transport and the slaughter of animals involved in the activities of the undertaking;
Amendment 382 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
The consolidated management report of the parent undertaking referred to in subparagraph 1 shall be published in accordance with Article 30, in the manner prescribed by the law of the Member State by which the parent undertaking that is exempted fromsubjected to the obligations set out in paragraphs 1 to 4 is governed.
Amendment 383 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
The Member State by which the parent undertaking that is exempted from the obligations set out in paragraphs 1 to 4 is governed may require that the consolidated management report referred to in in the first subparagraph of this paragraphof that parent undertaking is published in its official language or in a language customary in the sphere of international finance, and that any necessary translation into those languages is certified.
Amendment 385 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(i) equal opportunities for all, including gender equality and equal pay for equal work, training and skills development and the average expenditure on training per worker, and employment and inclusion of people with disabilities, and steps taken to reduce inequalities;
Amendment 385 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
The consolidated management report of a subsidiary of a parent undertaking that is exempted fromsubjected to the obligations set out in paragraphs 1 to 4 shall contain all of the following information:
Amendment 386 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
Amendment 388 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(i a) the composition of the undertaking’s workforce, including country-by-country data on diversity, gender equality, and inclusion of vulnerable groups;
Amendment 389 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(i b) the undertaking's workforce employment practices, including country- by-country data on categories of contracts, lengths of work contracts with proportions of short-term, middle- term and long-term contracts and the use of contingent labour;
Amendment 390 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(ii) working conditions, including secure and adaptable employment, wages, social dialogue, collective bargaining and the involvement of workers, work-life balance, and a healthy, safe and well- adapted work environment, including country-by-country-data on psychological and physical risks for workers, workplace accidents and safety programmes to protect workers against health risks;
Amendment 391 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(ii) country-by-country data on working conditions, including secure and adaptable employment, wages, social dialogue, including freedom of association, collective bargaining coverage, board-level employee representation where applicable, collective bargaining and the involvement of workers, work-life balance, and a healthy, safe and well- adapted work environment;
Amendment 392 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(ii) country-by-country data on working conditions, including secure and adaptable employment, wages, including wage levels disaggregated per deciles and comparison with applicable minimum wage and living wage levels, social dialogue, collective bargaining and the involvement of workers, work-life balance, and a healthy, safe and well- adapted work environment;
Amendment 393 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(ii) working conditions, including secure and adaptable employment, wages, social dialogue, collective bargaining and the involvement of workers, work-life balance, including country-by-country data on working time and numbers of days of annual paid leave and medical leave per type of occupation, and a healthy, safe and well- adapted work environment;
Amendment 393 #
Proposal for a directive
Article 1 – paragraph 1 – point 11 – point b
Article 1 – paragraph 1 – point 11 – point b
Directive 2013/34/EU
Article 49
Article 49
3a. When adopting delegated acts pursuant to Articles 19b and 19c, the Commission shall take into consideration technical advice from EFRAG, provided such advice has beenguarantee the involvement of trade unions. It shall also include other relevant stakeholders and civil society organisations. It may take into consideration technical advice from EFRAG, provided such advice has been developed by an independent technical advisory body funded by the Union and financially independent from private stakeholders. The technical advice shall be developed with proper due process, public oversight and transparency and with the expertise, direct and balanced participation of relevant stakeholders, and is accompanied by cost-benefit analyses that include analyses of the impacts of the technical advice on sustainability matters.trade unions in particular. The technical advice shall cover all sustainability matters outlined in Articles 19a and 19b and is accompanied by analyses that balance the costs of reporting for undertakings of the technical advice on sustainability matters with the benefits for users and public policy goals
Amendment 394 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(ii) country-by-country data on working conditions, including secure and adaptable employment, wages, including wage levels disaggregated per category of occupations, social dialogue, collective bargaining and the involvement of workers, work-life balance, and a healthy, safe and well- adapted work environment;
Amendment 395 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(ii) country-by-country data on working conditions, including secure and adaptable employment, wages, including management to workers pay ratio and median pay gap, social dialogue, collective bargaining and the involvement of workers, work-life balance, and a healthy, safe and well- adapted work environment;
Amendment 395 #
Proposal for a directive
Article 1 – paragraph 1 – point 11 – point b
Article 1 – paragraph 1 – point 11 – point b
Directive 2013/34/EU
Article 49
Article 49
The Commission shall consult the Member State Expert Group on Sustainable Finance referred to in Article 24 of Regulation (EU) 2020/852 on the technical advice provided by EFRAG prior to the adoption of the delegated acts referred to in Articles 19b and 19c.
Amendment 396 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(ii) country-by-country data on working conditions, including secure and adaptable employment, wages including wage levels per gender, social dialogue, collective bargaining and the involvement of workers, work-life balance, and a healthy, safe and well- adapted work environment;
Amendment 397 #
Proposal for a directive
Article 1 – paragraph 1 – point 11 – point b
Article 1 – paragraph 1 – point 11 – point b
Directive 2013/34/EU
Article 49
Article 49
The Commission shall give immediate access to experts of the Parliament and of the Council to all documents and meetings of preparation of the delegated acts.
Amendment 398 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(iii) implementation and results of the undertaking’s due diligence process to meet its responsibility to respect human rights, understood as those human rights respect for the human rights, fundamental freedoms, democratic principles and standards established in the International Bill of Human Rights and other core UN human rights conventions, the International Labour Organization’s Declaration on Fundamental Principles and Rights at Work and the ILO fundamental conventions and the Charter of Fundamental Rights of the European Union. , the relevant ILO conventions and in particular the fundamental conventions of the International Labour Organisation, the European Convention on Human Rights, the European Social Charter, the Charter of Fundamental Rights of the European Union, the United Nations Guiding Principles on Business and Human Rights and the OECD Guidelines for Multinational Enterprises
Amendment 401 #
Proposal for a directive
Article 1 – paragraph 1 – point 11 a (new)
Article 1 – paragraph 1 – point 11 a (new)
Directive 2006/43/EC
Article 50a
Article 50a
Amendment 404 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(iii a) respect for the free, prior and informed consent of communities affected by the undertakings’ projects;
Amendment 407 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(i) the composition, responsibility and role of the undertaking’s administrative, management and supervisory bodies, including with regard to sustainability matters, and their composition; including: - the matters addressed by these bodies during the reporting period, - their engagement in the due diligence process and engagement with the stakeholders affected by the identified impacts, - their engagement in the analysis of main risks and opportunities for the undertaking related to sustainability matters, - approval of the undertaking’s strategy and targets related to sustainability matters and of financial resources for their implementation, - specific oversight on the implementation of the undertaking’s strategy related to sustainability matters, - expertise on sustainability matters possessed by the members of the administrative, - management and supervisory bodies and consultation of external experts;
Amendment 409 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(i) the role, responsibility and composition of the undertaking’s administrative, management and supervisory bodies, including with regard to sustainability matters, and their compositionincluding the link between executive and non-executive directors’ variable remuneration and the achievement of sustainability targets;
Amendment 411 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(i) the composition, responsibility and role of the undertaking’s administrative, management and supervisory bodies, including with regard to sustainability matters, and their composition; including employee representation and rights in such bodies;
Amendment 412 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(i a) respect for workers’ right to information and consultation as defined by international and European law, the presence of workers’ representatives and their trade unions in management bodies, with a focus on selection procedures, level of information and voting rights compared to other members of these bodies;
Amendment 417 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(ii) business ethics and corporate culture, includingassessment of corruption risks, anti-corruption and anti- bribery programmes, internal alert-mechanisms;
Amendment 419 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(iii) political engagements of the undertaking, including its direct lobbying activities, expenses, and political donations, as well as membership, affiliation or participation of the undertaking to organisations exercising lobbying activities, and funding of think tanks exercising lobbying activities;
Amendment 419 #
Proposal for a directive
Article 3 – paragraph 1 – point 16 a (new)
Article 3 – paragraph 1 – point 16 a (new)
Directive 2006/43/EC
Article 30h
Article 30h
(16 a) The following Article 30h is inserted: Article 30h Complaints procedure Member States shall organise an effective system of complaints for users to report violations by a statutory auditor or an audit firm of the requirements related to the assurance of sustainability reporting. The complaint may be directed simultaneously against the undertaking and the statutory auditor or the audit firm that has reviewed the undertaking’s sustainability reporting. In that case, Member States shall determine the respective responsibilities of the undertaking and of the statutory auditor or the audit firm involved during its examination of the alleged breach of the obligations related to sustainability reporting.
Amendment 423 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(iv) the management and quality of relationships with business partners, including payment and purchasing policies and practices;
Amendment 427 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
(v a) Information on beneficial ownership and organisational structure, including subsidiaries, affiliates, joint ventures and non-fully consolidated holdings
Amendment 430 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
2 a. The sustainable reporting standards referred to in paragraph 1 shall require undertakings to disclose all contextual information that is necessary to understand the information reported.
Amendment 431 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19b
Article 19b
2 b. The sustainable reporting standards referred to in paragraph 1 shall require undertakings to provide information on its capability to reduce negative impacts and maximise positive impacts.
Amendment 456 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19
Article 19
Amendment 458 #
Proposal for a directive
Article 1 – paragraph 1 – point 4 Directive 2013/34/EU
Article 1 – paragraph 1 – point 4 Directive 2013/34/EU
1. Undertakings subject to Article 19a shall prepare their financial statements and their management report in a single electronic and machine-readable reporting format in accordance with Article 3 of Commission Delegated Regulation (EU) 2019/815*15 , following open data principles and shall mark-up their sustainability reporting, including the disclosures laid down in Article 8 of Regulation (EU) 2020/852, in accordance with that Delegated Regulation. The mark- up must be compatible with the consolidation and re-use of such data in a European single access point as described in Action 1 of the Commission Communication entitled ‘A Capital Markets Union for people and businesses – new action plan’.
Amendment 461 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19d – paragraph 2
Article 19d – paragraph 2
2. Undertakings subject to Article 29a shall prepare their consolidated financial statements and their consolidated management report in a single electronic reporting format in accordance with Article 3 of Delegated Regulation (EU) 2019/815 and shall mark-up sustainability reporting, including the disclosures laid down in Article 8 of Regulation (EU) 2020/852. The mark-up must be compatible with the format specified in paragraph 1.
Amendment 462 #
Proposal for a directive
Article 1 – paragraph 1 – point 4
Article 1 – paragraph 1 – point 4
Directive 2013/34/EU
Article 19d
Article 19d
2 a. The online platform to access the information should allow users to easily compare the data disclosed by companies online, including by categories such as themes, sectors, countries, turnover and number of employees.
Amendment 476 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/EU/34
Article 29a
Article 29a
(ii) the opportunities and risks for the group related to sustainability matters;
Amendment 477 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(ii a) the assessment by the undertaking of its impacts on sustainability matters;
Amendment 480 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(iii a) the plans of the undertaking to ensure that its business model and strategy respect workers’ rights and potentially affected communities;
Amendment 483 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(v) how the group’s strategy has been implemented with regard to sussustainability matters and related targets, in connection with principal risks, opportunities, and severe impacts, have been integrated into the undertakinability mattersg’s strategy;
Amendment 487 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(b) a description of the targets related to sustainability matterscience-based and time-bound short-term, mid-term and long-term targets set by the group and of the progress of the undertaking towards achieving them to address the principal risks, opportunities and impacts of its activities with regards to sustainability matters, along with corresponding evidence;
Amendment 489 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/EU/34
Article 29a
Article 29a
(b a) a description of the investments, actions and policies adopted by the group to achieve those targets;
Amendment 491 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(c) a description of the composition and role of the administrative, management and supervisory bodies with regard to sustainability matters, including with regard to: (i) the matters addressed by these bodies during the reporting period (ii) their engagement in the due diligence process implemented with regard to sustainability matters to identify adverse impacts, including any direct engagement with the stakeholders affected by the identified impacts; (ii) their engagement in the analysis of main risks and opportunities for the undertaking related to sustainability matters; (iii) approval of the undertaking’s strategy and targets related to sustainability matters and of financial resources for their implementation (iv) specific oversight on the implementation of the undertaking’s strategy related to sustainability matters; (v) expertise on sustainability matters possessed by the members of the administrative, management and supervisory bodies and consultation of external experts;;
Amendment 493 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
(d) a description of the group’s policies in relation to sustainability matters and in particular with respect to identified actual or potential severe impacts and opportunities;
Amendment 499 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(i) the due diligence process implemented with regard to sustainability matters in line with applicable EU legislation on due diligence [Directive XXX];
Amendment 500 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(i a) the structure of the undertaking’s value chain including through a mapping of its own operations, subsidiaries, suppliers and business relationships. Disclosed information should include names, locations, types of products and services supplied.
Amendment 504 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(ii) the principal actual or potential adverse impacts connected with the group’s value chain as identified through the due diligence process, including its own operations, its products and services, its subsidiaries, its business relationships and its supply chain, including information on people affected by those impacts;
Amendment 505 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(ii a) the negative or positive effects of the undertaking’s business practices, policies and decisions on the identified impacts, including its purchasing policies and practices;
Amendment 508 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
(iii) any actions taken, and the result of such actions, to prevent, mitigate oridentify, assess, prevent, mitigate, cease, monitor, communicate, account for, address and remediate actual or potential adverse impacts;
Amendment 522 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
The information referred to in paragraphs 1 and 2 shall include all information about the group’s value chain, including its own operations, workforce, investments, assets, its products and services, its business relationships and its supply chain, where appropriate that is useful in order to understand the impacts and risks related to sustainability matters for the undertaking.
Amendment 527 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
Member States may allow limited information relating to impending devel-opments or matters in the course of negotiation to be omitted in excep-tional cases where, in the duly justified opinion of the members of the administrative, management and supervisory bodies, acting within the competences assigned to them by national law and having collective responsibility for that opinion, the disclosure of such information would be seriously prejudicial to the commercial position of the group, provided that such omission does not prevent a fair and balanced under -standing of the group's development, performance, position and impact of its activity.
Amendment 534 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
7. A parent undertaking which is also a subsidiary undertaking shall be exempted from the obligation set out in paragraphs 1 to 4 if that exempted parent undertaking and its subsidiaries are included in the consolidated management report of another undertaking, drawn up in accordance with Article 29 and this Article. A parent undertaking that is a subsidiary undertaking from a parent undertaking that is established in a third country shall also be exempted from the obligations set out in paragraphs 1 to 4 where that undertaking and its subsidiary undertakings are included in the consolidated management report of that parent undertaking and where the consolidated management report is drawn up in a manner that may be considered equivalent, in accordance with the relevant implementing measures adopted pursuant to Article 23(4)(i) of Directive 2004/109/EC, to the manner required by the sustainability reporting standards referred to in Article 19b of this Directive.deleted
Amendment 537 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
The consolidated management report of the parent undertaking referred to in subparagraph 1 shall be published in accordance with Article 30, in the manner prescribed by the law of the Member State by which the parent undertaking that is exempted fromsubjected to the obligations set out in paragraphs 1 to 4 is governed.
Amendment 538 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
The Member State by which the parent undertaking that is exempted from the obligations set outgoverning a subsidiary of an undertaking referred to in paragraphs 1 to 4 is governed may require that the consolidated management report referred to in in the first subparagraph of this paragraphof that parent undertaking is published in its official language or in a language customary in the sphere of international finance, and that any necessary translation into those languages is certified.
Amendment 541 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
The Member State by which the parent undertaking that is exempted from the obligations set out in paragraphs 1 to 4 is governed may require that the consolidated management report referred to in in the first subparagraph of this paragraph is published in its official language or in a language customary in the sphere of international finance, and that any necessary translation into those languages is certified.
Amendment 543 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
The consolidated management report of a subsidiary of a parent undertaking that is exempted fromsubjected to the obligations set out in paragraphs 1 to 4 shall contain all of the following information:
Amendment 547 #
Proposal for a directive
Article 1 – paragraph 1 – point 7
Article 1 – paragraph 1 – point 7
Directive 2013/34/EU
Article 29a
Article 29a
Amendment 555 #
Proposal for a directive
Article 1 – paragraph 1 – point 10 a (new)
Article 1 – paragraph 1 – point 10 a (new)
(10 a) (10a) Article 41 is amended as follows: (a) point (1) is replaced by the following: (1) ‘undertaking active in the extractive industry’ means an undertaking with any activity involving the exploration, prospection, discovery, development, extraction, or the physical trading of minerals, oil, natural gas, or other materials, within the economic activities listed in Section B, Divisions 05 to 08 and Section G, Divisions 46.71 and 46.72 of Annex I to Regulation (EC) No 1893/2006 of the European Parliament and of the Council of 20 December 2006 establishing the statistical classification of economic activities NACE Revision 2 (b) point (4) is replaced by the following:(4) ‘project’ means the operational activities that are governed by a single contract, license, lease, concession or similar legal agreements and form the basis for payment liabilities with a government. Nonetheless, if multiple such agreements are substantially interconnected, this shall be considered a project. Substantially interconnected legal agreements should be understood as a set of operationally and geographically integrated contracts, licenses, leases, concessions or similar agreements with substantially similar terms that are signed with a government, giving rise to payment liabilities. Such agreements can be governed by a single contract, joint venture, production sharing agreement, or other overarching legal agreement.; (c) In point (5), the following sub-point (h) is added:(h) payments, including loan advances, for the purchase of minerals, oil, or natural gas
Amendment 557 #
Proposal for a directive
Article 1 – paragraph 1 – point 10 b (new)
Article 1 – paragraph 1 – point 10 b (new)
Amendment 565 #
Proposal for a directive
Article 1 – paragraph 1 – point 11 – point b
Article 1 – paragraph 1 – point 11 – point b
Directive 2013/34/EU
Article 49
Article 49
3a. When adopting delegated acts pursuant to Articles 19b and 19c, the Commission shall take into consideration technical advice from EFRAG, provided such advice has beenguarantee the involvement of trade unions. It shall also include other relevant stakeholders and civil society organisations. It may take into consideration technical advice from EFRAG, provided such advice has been developed by an independent technical advisory body funded by the European Union and financially independent from private stakeholders. The technical advice should be developed with proper due process, public oversight and transparency and with the expertise, direct and balanced participation of relevant stakeholders, and is accompanied by cost-benefit analyses that include analyses of the impacts of the technical advice on sustainability matters. trade unions in particular. The technical advice shall cover all sustainability matters outlined in Articles 19a and 19b and is accompanied by analyses that balance the costs of reporting for undertakings of the technical advice on sustainability matters with the benefits for users and public policy goals
Amendment 572 #
Proposal for a directive
Article 1 – paragraph 1 – point 11 – point c
Article 1 – paragraph 1 – point 11 – point c
Directive 2013/34/EU
Article 48a – paragraph 5
Article 48a – paragraph 5
5. A delegated act adopted pursuant to Article 1(2), Article 3(13), Article 46(2), Article 19a, Article 19b and Article 19c shall enter into force only if no objection has been expressed either by the European Parliament or the Council within a period of two months of notification of that act to the European Parliament and the Council or if, before the expiry of that period, the European Parliament and the Council have both informed the Commission that they will not object. That period shall be extended by two months at the initiative of the European Parliament or the Council.
Amendment 573 #
Proposal for a directive
Article 1 – paragraph 1 – point 11 a (new)
Article 1 – paragraph 1 – point 11 a (new)
(11 a) (11a) The following Article 50a is inserted: Article 50a Complaint procedure Member States shall organise an effective system of complaints for users to report violations by an undertaking of the obligations related to the assurance of sustainability reporting. The complaint may be directed simultaneously against the undertaking and the statutory auditor or the audit firm that has reviewed the undertaking’s sustainability reporting. In that case, Member States shall determine the respective responsibilities of the undertaking and of the statutory auditor or the audit firm involved during its examination of the alleged breach of the obligations related to sustainability reporting.
Amendment 603 #
Proposal for a directive
Article 3 – paragraph 1 – point 16 a (new)
Article 3 – paragraph 1 – point 16 a (new)
(16 a) (16a) the following Article 30h is inserted: Article 30h Complaints procedure Member States shall organise an effective system of complaints for users in case of a violation by a statutory auditor or an audit firm of the requirements related to the assurance of sustainability reporting. The complaint may be directed simultaneously against the undertaking and the statutory auditor or the audit firm that has reviewed the undertaking’s sustainability reporting. In that case, Member States shall determine the respective responsibilities of the undertaking and of the statutory auditor or the audit firm involved during its examination of the alleged breach of the obligations related to sustainability reporting.