Activities of Eva LICHTENBERGER related to 2011/0308(COD)
Plenary speeches (1)
Financial statements and related reports of certain types of undertakings - Transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market (debate)
Shadow reports (1)
REPORT on the proposal for a directive of the European Parliament and of the Council on the annual financial statements, consolidated financial statements and related reports of certain types of undertakings PDF (649 KB) DOC (1 MB)
Legal basis opinions (0)
Amendments (30)
Amendment 104 #
Proposal for a directive
Recital 32
Recital 32
(32) In order to provide for enhanced transparency of payments made to governments, large undertakings and public interest entities which are active in the extractive industry or logging of primary forests should disclose in a separate report on an annual basis material payments made to governments in the countries in which they operate. Such undertakings are active in countries rich in natural resources, in particular minerals, oil, natural gas as well as primary forests. The report, which should include types of payments comparable to those disclosed by an undertaking participating in the Extractive Industries Transparency Initiative (EITI). The initiative is also complementary to the EU FLEGT Action Plan (Forest Law Enforcement, Governance and Trade) and the Timber Regulation which require traders of timber products to exercise due diligence in order to prevent illegal wood from entering into the EU marketform part of the notes to the financial statements, should also include certain contextual information. These measures aim at enabling investors to make better-informed decisions, improving corporate governance and accountability and contributing to containing tax evasion. The report should incorporate disclosures on a country basis, with certain additional reporting requirements on a project basis for undertakings active in the extractive industry or logging of primary forests.
Amendment 109 #
Proposal for a directive
Recital 33
Recital 33
(33) TIn the reports should serve to facilitate governments of resource-rich countries in implementing the EITI Principles and Criteria and account to their citizens for payments such governments receive from undertakingsby large undertakings and public interest entities which are active in the extractive industry or loggersing of primary forests operating within their jurisdiction. The report should incorporatpayments to governments should also be disclosuresed on a country and project basis, where a project is considered as the lowest level of operational reporting unit at which the undertaking prepares regular internal management reports, such as a concession, geographical basin, etc andequivalent to the contract, licence, lease, concession or other legal agreement which gives rise to a company's tax and revenue liabilities in each country where it operates; where any payments have been attributed to such projects. In the light of the overall objective of promoting good governance in these countries, the materiality of payments to b liabilities are incurred on a different basis, disclosure should be on that basis. However, the disclosure requirements on a project basis should be limited to projects for which the total amount of payments exceeds EUR 50 000. The reporteds should be assessed in relation to the recipient government. Various criteria on materiality could be envisaged such as payments of an absolute amount, or a percentage threshold (such as payments in excess of a percentage of a country's GDP) and these can be defined through a delegated act. The reporting regime should be subject to a review and a report by the Commission within five years of the entry into force of the Directive. The review should consider the effectiveness of the regime and take into account international developments including issues of competitiveness and energy security. The review should also take into account the experience of preparers and users of the payments information and consider whether it would be appropriate to include additional payment information such as effective tax rates and recipient details, such as bank account informationinclude types of payments comparable to those disclosed by an undertaking participating in the Extractive Industries Transparency Initiative (EITI). The initiative is also complementary to the EU FLEGT Action Plan (Forest Law Enforcement, Governance and Trade)1 and the Timber Regulation2 which require traders of timber products to exercise due diligence in order to prevent illegal wood from entering into the EU market. The reports should serve to facilitate governments of resource-rich countries in implementing the EITI Principles and Criteria and account to their citizens for payments such governments receive from undertakings active in the extractive industry or loggers of primary forests operating within their jurisdiction. ______________ 1 http://eur- lex.europa.eu/LexUriServ/LexUriServ.do?uri =OJ:L:2005:347:0001:0006:EN:PDF 2 Regulation (EU) No 995/2010 of the European Parliament and of the Council of 20 October 2010. Companies that import wood products under EU voluntary agreements will be exempt from this requirement.
Amendment 114 #
Proposal for a directive
Recital 33 a (new)
Recital 33 a (new)
(33a) The reporting regime on payments to governments should be subject to a review and a report by the Commission within four years of the entry into force of this Directive. The review should consider the effectiveness of the regime and take into account international developments including issues of competitiveness and energy security. It should also consider whether the reporting obligations for undertakings which are active in the extractive industry or logging of primary forests should be extended to certain other industries, including in particular fisheries. The review should also take into account the experience of preparers and users of the payments information and should consider whether it would be appropriate to include additional payment information such as effective tax rates and recipient details such as bank account information.
Amendment 128 #
Proposal for a directive
Article 6 – paragraph 1
Article 6 – paragraph 1
Amendment 129 #
Proposal for a directive
Article 7
Article 7
Alternative measurement basis of fair 1. By way of derogation from Article 5(1)(i) and subject to the conditions set out in this Article: (a) Member States shall permit or require in respect of all undertakings or any classes of undertaking measurement of financial instruments, including derivative financial instruments, at fair value. (b) Member States may permit or require in respect of all undertakings or any classes of undertaking measurement of specified categories of assets other than financial instruments at amounts determined by reference to fair value. Such permission or requirement may be restricted to consolidated financial statements. 2. For the purpose of this Directive, commodity-based contracts that give either contracting party the right to settle in cash or some other financial instrument shall be considered to be derivative financial instruments, except when the following conditions are complied with: (a) they were entered into and continue to meet the undertaking's expected purchase, sale or usage requirements; (b) they were designated as commodity- based contracts at their inception; (c) they are expected to be settled by delivery of the commodity. 3. Paragraph 1(a) shall apply only to the following liabilities: (a) liabilities held as part of a trading portfolio; (b) derivative financial instruments. 4. Measurement according to paragraph 1(a) shall not apply to the following: (a) non-derivative financial instruments held to maturity; (b) loans and receivables originated by the undertaking and not held for trading purposes; (c) interests in subsidiaries, associated undertakings and joint ventures, equity instruments issued by the undertaking, contracts for contingent consideration in a business combination as well as other financial instruments with such special characteristics that the instruments, according to what is generally accepted, shall be accounted for differently from other financial instruments. 5. By way of derogation from Article 5(1)(i), Member States may in respect of any assets and liabilities which qualify as hedged items under a fair value hedge accounting system, or identified portions of such assets or liabilities, permit measurement at the specific amount required under that system. 6. By way of derogation from paragraphs 3 and 4 of this Article, Member States may permit or require the recognition, measurement and disclosure of financial instruments in conformity with international accounting standards adopted in accordance with Regulation (EC) No 1606/2002. 7. The fair value within the meaning of this Article shall be determined by reference to one of the following values: (a) a market value, for those financial instruments for which a reliable market can readily be identified. Where a market value is not readily identifiable for an instrument but can be identified for its components or for a similar instrument, the market value may be derived from that of its components or of the similar instrument; (b) a value resulting from generally accepted valuation models and techniques, for those instruments for which a reliable market cannot be readily identified. Such valuation models and techniques shall ensure a reasonable approximation of the market value. Financial instruments that cannot be measured reliably by any of the methods described in points (a) and (b), shall be measured in accordance with the principle of purchase price or production cost. 8. Notwithstanding Article 5(1)(c), where a financial instrument is measured at fair value, a change in value shall be included in the profit and loss account. However, such a change shall be included directly in a fair value reserve, where: (a) the instrument accounted for is a hedging instrument under a system of hedge accounting that allows some or all of the change in value not to be shown in the profit and loss account; or (b) the change in value relates to an exchange difference arising on a monetary item that forms part of an undertaking's net investment in a foreign entity. Member States may permit or require a change in the value of an available for sale financial asset, other than a derivative financial instrument, to be included directly in the fair value reserve. The fair value reserve shall be adjusted when amounts shown therein are no longer necessary for the implementation of points (a) and (b). 9. Notwithstanding Article 5(1)(c), Member States may permit or require in respect of all undertakings or any classes of undertaking that, where assets other than financial instruments are measured at fair value, a change in the value shall be included in the profit and loss account.rticle 7 deleted value
Amendment 165 #
Proposal for a directive
Article 36 – paragraph -1 (new)
Article 36 – paragraph -1 (new)
-1. ´Undertaking´ means the highest level parent company publishing accounts within the European Union where the group of companies for which that parent company prepares consolidated financial statements includes subsidiary companies, branches, permanent establishments, joint ventures and associate undertakings.
Amendment 168 #
Proposal for a directive
Article 36 – paragraph 1
Article 36 – paragraph 1
1. ‘Undertaking active in the extractive industry’ means an undertaking with any activity involving the prospection, exploration, discovery, development, and extraction of minerals, oil and natural gas deposits, as referred to in Section B- Divisions 05 to 08 of Annex I to Regulation (EC) No 1893/2006 of the European Parliament and of the Council.
Amendment 172 #
Proposal for a directive
Article 36 – paragraph 3
Article 36 – paragraph 3
3. ‘Government’ means any national, regional or local authority of a Member State or of a third country. It includes a department, agency or undertaking controlled by that authority as laid down in Article 23 (1) to (6) of this Directive, or any government entity that receives any payment of the type noted in Article 38 from any constituent member of an undertaking.
Amendment 177 #
Proposal for a directive
Article 36 – paragraph 4
Article 36 – paragraph 4
4. ‘Project’ is equivalent to a specific operational reporting unit at the contract, licence, lease, concession or other lowest level within the undertaking at which regular internal management reports are prepared to monitor its businesegal agreement which gives rise to a company's tax and revenue liabilities in each country where it operates. Where any payment liabilities are incurred on a different basis, reporting shall be on that basis.
Amendment 183 #
Proposal for a directive
Article 36 – paragraph 4 a (new)
Article 36 – paragraph 4 a (new)
4a. ´Constituent entities´ means those subsidiaries, associates, joint ventures, permanent establishments and other trading arrangements that shall in whole or in part be considered members of the undertaking to the extent that they are consolidated in the annual financial statements of that undertaking.
Amendment 185 #
Proposal for a directive
Article 37 – paragraph 1
Article 37 – paragraph 1
1. Member States shall require large undertakings and all public interest entities active in the extractive industry or the logging of primary forests to prepare and make public a report on payments made to governments on an annual basito prepare and make public a report on payments made to governments and certain contextual information as defined in Article 38 on an annual basis. The report shall form part of the notes to the financial statements.
Amendment 193 #
Proposal for a directive
Article 38 – paragraph 1 – introductory part
Article 38 – paragraph 1 – introductory part
1. The report shall specify the following when material to the recipient government:
Amendment 201 #
Proposal for a directive
Article 38 – paragraph 1 – point c
Article 38 – paragraph 1 – point c
(c) for undertakings active in the extractive industry and the logging of primary forests and subject to the materiality threshold defined in paragraph 1a, where those payments have been attributed to a specific project, the amount per type of payment, including payments in kind, made for each such project within a financial year, and the total amount of payments for each such project.;
Amendment 203 #
Proposal for a directive
Article 38 – paragraph 1 – point c a (new)
Article 38 – paragraph 1 – point c a (new)
(ca) net turnover broken down by main categories of activity;
Amendment 205 #
Proposal for a directive
Article 38 – paragraph 1 – point c b (new)
Article 38 – paragraph 1 – point c b (new)
(cb) production volumes broken down by main categories of activity;
Amendment 207 #
Proposal for a directive
Article 38 – paragraph 1 – point c c (new)
Article 38 – paragraph 1 – point c c (new)
(cc) production cost with its associated employee count;
Amendment 209 #
Proposal for a directive
Article 38 – paragraph 1 – point c d (new)
Article 38 – paragraph 1 – point c d (new)
(cd) total cash cost of operations;
Amendment 211 #
Proposal for a directive
Article 38 – paragraph 1 – point c e (new)
Article 38 – paragraph 1 – point c e (new)
(ce) fixed production assets at year-end with associated accumulated depreciation;
Amendment 213 #
Proposal for a directive
Article 38 – paragraph 1 – point c f (new)
Article 38 – paragraph 1 – point c f (new)
(cf) net profit and loss before tax with associated cash and deferred tax on an accrual basis.
Amendment 215 #
Proposal for a directive
Article 38 – paragraph 1 a (new)
Article 38 – paragraph 1 a (new)
1a. The information referred to in paragraph 1 shall be disclosed on a country basis except for that referred to in point (c), which shall be disclosed on a project basis provided the total payments attributed to a specific project exceed EUR 100 000.
Amendment 219 #
Proposal for a directive
Article 38 – paragraph 2 – point b
Article 38 – paragraph 2 – point b
(b) taxes on profits and the effective tax rate applied;
Amendment 222 #
Proposal for a directive
Article 38 – paragraph 2 – point c
Article 38 – paragraph 2 – point c
(c) royalties and the effective tax rate applied;
Amendment 238 #
Proposal for a directive
Article 38 – paragraph 3
Article 38 – paragraph 3
3. Where payments in kind are made to a government, they shall be reported in value orand in volume. Where they are reported in terms of value, supporting notes shall be provided to explain how their value has been determined.
Amendment 240 #
Proposal for a directive
Article 38 – paragraph 3 a (new)
Article 38 – paragraph 3 a (new)
3a. The report shall further specify: (a) all those governments to which the undertaking might make payment; (b) a list of those constituent entities of the undertaking that might make payment as defined in this Article to each government whether or not such payments do actually arise; (c) a list of projects that might make payment as defined in this Article to each government whether or not such payments do actually arise.
Amendment 242 #
Proposal for a directive
Article 38 – paragraph 4
Article 38 – paragraph 4
Amendment 247 #
Proposal for a directive
Article 38 – paragraph 5
Article 38 – paragraph 5
Amendment 255 #
Proposal for a directive
Article 39 – paragraph 1
Article 39 – paragraph 1
1. A Member State shall require any large undertaking or any public interest entity active in the extractive industry or the logging of primary forests and governed by its national law to draw up a consolidated report on payments to governments in accordance with Articles 37 and 38 if that parent undertaking is under the obligation to prepare consolidated financial statements as laid down in Article 23(1) to 23(6) of this Directive.
Amendment 261 #
Proposal for a directive
Article 39 – paragraph 3 – introductory part
Article 39 – paragraph 3 – introductory part
3. An undertaking need not be included in a consolidated report on payments to government where at least one of the following conditions is fulfilled: , provided that the financial statements of the constituent entity making the payment are also excluded from the consolidated financial statements for the period to which the report relates, but not otherwise:
Amendment 262 #
Proposal for a directive
Article 40 – paragraph 1
Article 40 – paragraph 1
The report referred to in Article 37 and the consolidated report referred to in Article 39 on payments to governments shall be published as laid down by the laws of each Member State in accordance with Chapter 2 of Directive 2009/101/EC. In addition, ESMA shall compile the data for public access on the basis of the public reports referred to in Article 37 and Article 39. The information will be available online and electronically tagged by key analytical categories.
Amendment 263 #
Proposal for a directive
Article 41 – paragraph 1
Article 41 – paragraph 1
The Commission shall review and report on the implementation and effectiveness of this Chapter, in particular as regards the scope of the reporting obligations and the modalities of the reporting on a project basis. The review should also take into account international developments and consider the effects on competitiveness and security of energy supply. It should also consider whether the reporting obligations for undertakings which are active in the extractive industry or logging of primary forests should be extended to the fishery industry. The review should be completed at the latest fiveour years after the date of entry into force of this Directive. The report shall be submitted to the European Parliament and the Council, together with a legislative proposal, if appropriate.