Companies Act 2014

F1066[Sustainability reporting

1590

1590. (1) Subject to this section and sections 1592 and 1594, the directors of an applicable company shall, for each financial year, include in a clearly identifiable dedicated section of the directors’ report –

(a) information necessary to understand the company’s impacts on sustainability matters, and

(b) information necessary to understand how the sustainability matters affect the company’s development, performance and position.

(2) The information referred to in subsection (1) shall contain the following:

(a) a brief description of the applicable company’s business model and strategy, including –

(i) the resilience of the applicable company’s business model and strategy in relation to risks related to sustainability matters,

(ii) the opportunities for the applicable company related to sustainability matters,

(iii) the plans of the applicable company, including implementing actions and related financial and investment plans, to ensure that its business model and strategy are compatible with the transition to a sustainable economy and with the limiting of global warming to 1.5°C in line with the Paris Agreement under the United Nations Framework Convention on Climate Change adopted on 12 December 2015 (the "Paris Agreement") and the objective of achieving climate neutrality by 2050 as established in Regulation (EU) 2021/1119, and, where relevant, the exposure of the applicable company to coal-related, oil-related and gas-related activities,

(iv) how the applicable company’s business model and strategy take account of the interests of the applicable company’s stakeholders and of the impacts of the applicable company on sustainability matters, and

(v) how the applicable company’s strategy has been implemented with regard to sustainability matters;

(b) a description of the time-bound targets related to sustainability matters set by the applicable company, including, where appropriate, absolute greenhouse gas emission reduction targets at least for 2030 and 2050, a description of the progress the applicable company has made towards achieving those targets, and a statement of whether the applicable company’s targets related to environmental factors are based on conclusive scientific evidence;

(c) a description of the role of the administrative, management and supervisory bodies in the applicable company with regard to sustainability matters, and of their expertise and skills in relation to fulfilling that role or the access such bodies have to such expertise and skills;

(d) a description of the applicable company’s policies in relation to sustainability matters;

(e) information about the existence of incentive schemes linked to sustainability matters which are offered to members of the administrative, management and supervisory bodies in the applicable company;

(f) a description of –

(i) the due diligence process implemented by the applicable company with regard to sustainability matters, and, where applicable, in line with the requirements of European Union law on applicable companies to conduct a due diligence process,

(ii) the principal actual or potential adverse impacts connected with the applicable company’s own operations and with its value chain, including its products and services, its business relationships and its supply chain, actions taken to identify and monitor those impacts, and other adverse impacts which the applicable company is required to identify pursuant to other requirements of European Union law on applicable companies to conduct a due diligence process, and

(iii) any actions taken by the applicable company to prevent, mitigate, remediate or bring an end to actual or potential adverse impacts, and the result of such actions;

(g) a description of the principal risks to the applicable company related to sustainability matters, including a description of the applicable company’s principal dependencies on those matters, and how the applicable company manages those risks;

(h) indicators relevant to the disclosures referred to in paragraphs (a) to (g).

(3) The information referred to in subsection (2)(a) shall include information related to short-term, medium-term and long-term time horizons.

(4) The information referred to in subsections (1) and (2) shall, subject to subsection (5), contain information about the applicable company’s own operations and its value chain, including its products and services, its business relationships and its supply chain.

(5) For the first three financial years of the application of these Regulations, and in the event that not all the necessary information regarding its value chain is available, the directors of the applicable company shall explain the efforts made to obtain the necessary information about its value chain, the reasons why not all of the necessary information could be obtained, and its plans to obtain the necessary information in the future.

(6) Where applicable, the information referred to in subsections (1) and (2) shall also contain references to, and additional explanations of, the other information included in the directors’ report in accordance with Chapter 9 of Part 6 and section 1589, and the amounts reported in the company’s statutory financial statements.

(7) Information relating to impending developments or matters in the course of negotiation may be omitted from the sustainability reporting of an applicable company in exceptional cases where, in the duly justified opinion of the directors of the applicable company, the disclosure of such information would be seriously prejudicial to the commercial position of the applicable company, provided that such omission does not prevent a fair and balanced understanding of the applicable company’s development, performance and position, and the impact of its activity.

(8) The directors of an applicable company shall report the process carried out to identify the information included in the directors’ report in accordance with subsection (1).

(9) The directors of an applicable company shall report the information referred to in subsections (1) to (8) in accordance with the sustainability reporting standards.]

Annotations

Amendments:

F1066

Inserted (6.07.2024) by European Union (Corporate Sustainability Reporting) Regulations 2024 (S.I. No. 336 of 2024), reg. 24, in effect as per reg. 1(2).