What changed between the draft committee report and the plenary report

Removed:Recital 9: (9) Article 19a(3) of Directive 2013/34/EU requires undertakings to report information about the undertaking’s own operations and about its value chain. To reach closer alignment with the criteria used to define the terminology used in Directive (EU) 2024/1760, the notion of ‘value chain’ should be replaced by ‘chain of activities’. It is necessary to reduce the reporting burden for undertakings in the chain of activities that are not required to report on their sustainability. The reporting undertaking, for the purposes of reporting sustainability information at individual or at consolidated level, as required by Directive 2013/34/EU, and without prejudice to Union requirements to conduct a due diligence process, should therefore not seek to obtain from undertakings established in or outside of the Union in its chain of activities that have up to 3000 employees and a net turnover of up to EUR 450 000 000 on average during the financial year any information that goes beyond the information specified in the standards for voluntary use by undertakings that are not required to report on their sustainability. The reporting undertaking should, however, be allowed to collect from such undertakings in its chain of activities any additional sustainability information that is commonly shared between undertakings in the sector concerned. Where not all the necessary information regarding their chain of activities is available, or such information is incomplete or subject to legal limita…

Added:Recital 7 a (new): (7 a) For the purpose of consistency with this Directive, it is important that financial sector legislation remains coherent with its provisions. In this context, it should be considered whether requirements for the financial sector ought to be framed in a way that does not create an obligation for financial undertakings to obtain any information from undertakings which are not obliged to publish non-financial information pursuant to Article 19a or 29a of Directive 2013/34/EU. It should also be considered whether sector-specific financial services legislation, including delegated acts, guidelines by the ESAs and supervisory expectations, ought to be adapted to take into account the content of this Directive.

Removed:Recital 9 a (new): (9a) Article 19a(2), point (a)(iii), and Article 29a(2), point (a)(iii), of Directive 2013/34/EU require undertakings and groups to include in their management reports and consolidated management reports, respectively, their climate transition plans. In order to avoid disproportionately burdensome requirements, on the one hand, but allow for transparency as regards the transition to a sustainable economy, on the other hand, undertakings should include in their management report information on any transition plans they have, if any.

Added:Recital 9: (9) Article 19a(3) of Directive 2013/34/EU requires undertakings to report information about the undertaking’s own operations and about its value chain. It is necessary to provide clarity and reduce the reporting burden for undertakings in the value chain that are not required to report on their sustainability. The reporting undertaking, for the purposes of reporting sustainability information at individual or at consolidated level, as required by Directive 2013/34/EU, and without prejudice to Union requirements to conduct a due diligence process, should therefore not seek to obtain from undertakings with an average of more than 1000 employees and a net turnover of EUR 450 000 000 on average during the financial year any information that goes beyond the information specified in the standards for voluntary use by undertakings that are not required to report on their sustainability. The reporting undertaking should adopt a risk-based approach, prioritising efforts to gather information on high-risk impacts and sustainability issues commonly associated with its sector and be allowed to collect from such undertakings in its value chain any additional sustainability information that is commonly shared between undertakings in the sector concerned. Where not all the necessary information regarding their value chain is available, or such information is incomplete or subject to legal limitations, the undertakings should be allowed to explain the efforts made to obtain the necessary in…

Removed:Recital 12: (12) Article 29a(1) of Directive 2013/34/EU requires parent undertakings of large groups to prepare and publish a sustainability statement at consolidated level. To reduce the reporting burden on those parent undertakings, the scope of that obligation should be reduced to parent undertakings of groups with an average of more than 3000 employees and a net turnover of more than EUR 450 000 000, on a consolidated basis, during the financial year.

Added:Recital 9 a (new): (9 a) Until the Commission adopts sustainability reporting standards for voluntary use, undertakings that report sustainability information voluntarily may do so according to the Commission recommendation 2025/4984, which is based on the voluntary standard for SMEs (VSME) developed by EFRAG. To ensure continuity and proportionality, the sustainability reporting standards for voluntary use adopted by the Commission as a delegated act should be based on that recommendation, and should be proportionate and take into account the think small first principle; should use simplified language and modularity allowing for flexibility and progression in the disclosures. The objective of this voluntary standard should be to support companies: (a) providing information that will help satisfy the data needs of undertakings requesting sustainability information from their suppliers; (b) providing information that will help satisfy data needs from banks and investors, therefore helping undertakings in their access to finance; (c) improving the management of the sustainability issues they face, i.e. environmental and social challenges such as pollution, workforce health and safety; this will support their competitive growth and enhance their resilience in the short-, medium- and long-term; and (d) contributing to a more sustainable and inclusive economy.

Removed:Recital 14: (14) Article 29b(4) of Directive 2013/34/EU requires sustainability reporting standards to not specify disclosures requiring undertakings to obtain from small and medium-sized undertakings in their value chain any information that goes beyond the information to be disclosed pursuant to the sustainability reporting standards for small and medium-sized undertakings with securities admitted to trading on an EU regulated market. Considering that small and medium-sized undertakings with securities admitted to trading on an EU regulated market should be excluded from sustainability reporting, and in order to reduce the reporting burden for undertakings in the chain of activities that are not required to report on their sustainability, the sustainability reporting standards should not specify disclosures requiring undertakings to obtain from undertakings in their chain of activities that have up to 3000 employees and a net turnover of up to EUR 450 000 000 on average during the financial year any information that goes beyond the information to be disclosed pursuant to the sustainability reporting standards for voluntary use by undertakings that are not required to report on their sustainability.

Added:Recital 9 b (new): (9 b) Sustainability reporting requirements should not oblige an undertaking to disclose information such as intellectual capital, intellectual property, know-how or the results of innovation that would qualify as trade secrets as defined in Directive (EU) 2016/943 of the European Parliament and of the Council. The reporting requirements provided for in this amending Directive should therefore be without prejudice to Directive (EU) 2016/943.

Removed:Recital 15: (15) Article 29d of Directive 2013/34/EU requires undertakings subject to the requirements in Articles 19a and 29a of that Directive to prepare their management report, or consolidated management report, where applicable, in the electronic reporting format specified in Article 3 of Commission Delegated Regulation (EU) 2019/81511 and to mark up their sustainability reporting, including the disclosures provided for in Article 8 of Regulation (EU) 2020/852 of the European Parliament and of the Council12, in accordance with the electronic reporting format to be specified in that Delegated Regulation. To provide clarity to undertakings, it should be specified that until such rules on the marking up of sustainability reporting are adopted by way of that Delegated Regulation, undertakings are not required to mark-up their sustainability reporting.

Added:Recital 12: (12) Article 29a(1) of Directive 2013/34/EU requires parent undertakings of large groups to prepare and publish a sustainability statement at consolidated level. To reduce the reporting burden on those parent undertakings, the scope of that obligation should be reduced to parent undertakings of groups with an average of more than 1000 employees and a net turnover of EUR 450 000 000, on a consolidated basis, during the financial year.

Removed:Recital 16: (16) Article 33(1) of Directive 2013/34/EU specifies that the members of the administrative, management and supervisory bodies of an undertaking have collective responsibility for ensuring that certain documents are drawn up and published in accordance with the requirements of that Directive. To provide flexibility for undertakings and reduce their reporting burden, it should be specified that the collective responsibility of the members of the administrative, management and supervisory bodies of an undertaking for compliance with the requirements of Article 29d of that Directive as regards the digitalisation of the management report is limited to its publication in the single electronic format, including the marking up of the sustainability reporting therein.

Added:Recital 12 a (new): (12 a) Directive (EU) 2022/2464 requires undertakings in scope to report sustainability information according to mandatory European Sustainability Reporting Standards (ESRS). In July 2023 the Commission adopted a first set of ESRS. To deliver swiftly on the simplification and streamlining of sustainability reporting the Commission should adopt a delegated act as soon as possible, and at the latest six months after the entry into force of this directive, to revise the first set of ESRS to substantially reform the standards by: (i) removing datapoints deemed least important for general purpose sustainability reporting, (ii) prioritising quantitative indicators over narrative text, (iii) providing clear instructions on how to apply the materiality principle, to ensure that undertakings are only required to report material information, and to reduce the risk that assurance service providers inadvertently encourage undertakings to report information that is not necessary or dedicate excessive resources to the materiality assessment process, (iv) improving consistency with other pieces of EU legislation, including financial services legislation, (v) ensuring to the greatest extent possible interoperability with global sustainability reporting standards.

Removed:Recital 17: (17) Pursuant to Article 40a(1), fourth and fifth subparagraphs, of Directive 2013/34/EU, a subsidiary in the Union of a third-county undertaking that generates a net turnover of more than EUR 150 million in the Union, or, in the absence of such subsidiary, a branch in the Union that generates a net turnover of more than EUR 40 million, is to publish and make accessible sustainability information at the group level of the third-country parent undertaking. The criteria used to determine the undertakings subject to reporting obligations, whether formed in accordance with the law of a Member State or as subsidiaries and branches of third-country undertakings, should be aligned and consistent with the scope of Directive (EU) 2024/1760. For reasons of consistency and burden reduction, and in order to ensure a level playing field, the size for a subsidiary undertaking and a branch to be in scope of Article 40a should be adjusted. The size of the subsidiary undertaking should be set at undertakings with more than 3000 employees and with a net turnover of more than EUR 450 000 000, whilst the net turnover criteria for the branch should be raised from EUR 40 000 000 to EUR 450 000 000.

Added:Recital 12 b (new): (12 b) To better clarify the demands made to financial holding undertakings that are parent undertakings, only these are exempted from complying with the obligations set out in this directive. Likewise, to decrease the administrative burden on undertakings, for recent acquisitions of subsidiaries that are not reporting yet, parent undertaking should benefit of a 24 months transition period.

Changed:Recital 18:13: (18)(13) Article 5(2),29b(1), firstthird subparagraph, of Directive (EU) 2022/24642013/34/EU specifiesempowers the dates byCommission whichto theadopt Membersector-specific Statesreporting arestandards toby applyway theof sustainabilitydelegated reportingacts, requirementswith seta outfirst inset Directiveof 2013/34/EU,such withstandards differentto datesbe dependingadopted onby the30 sizeJune of2026. theTo undertakingavoid concerned.an Consideringincrease thatin the scopenumber of the individualprescribed sustainabilitydatapoints reportingthat requirementsundertakings should bereport, reducedthat toempowerment includeshould onlybe undertakingsremoved. withThe moreCommission thanshould 3000instead employeesissue andvoluntary asector-specific netguidelines turnoverto ofsupport moreundertakings thanand EURauditors 450in 000assessing 000their onrisks, averageopportunities duringand theimpacts financialin year,specific andsectors, thatto facilitate the scopeapplication of the consolidated sustainabilityESRS reportingwithin requirementsa shouldgiven besector, reducedto accordingly,identify the criteriasustainability formatters determininglikely theto datesbe ofmaterial applicationfor shoulda bespecific adjusted,sector and the reference to small and medium-sizedreduce undertakingsthe withburden securitiesof admittedreporting. toThose tradingguidelines onshould anbe EUbased regulatedon marketconsultation shouldwith berelevant removed.stakeholders.

Changed:Recital 19:14: (19)(14) Article 5(2), third subparagraph,29b(4) of Directive (EU)2013/34/EU 2022/2464requires specifiessustainability thereporting datesstandards byto whichnot thespecify Memberdisclosures Statesrequiring areundertakings to applyobtain from small and medium-sized undertakings in their value chain any information that goes beyond the information to be disclosed pursuant to the sustainability reporting requirementsstandards setfor outsmall inand Directivemedium-sized 2004/109/EC,undertakings with different datessecurities dependingadmitted onto thetrading sizeon ofan theEU issuerregulated concerned.market. Considering that small and medium-sized undertakings with securities admitted to trading on an EU regulated market should be excluded from sustainability reporting, and in order to reduce the scopereporting ofburden for undertakings in the individualvalue chain that are not required to report on their sustainability, the sustainability reporting requirementsstandards should benot reducedspecify disclosures requiring undertakings to includeobtain onlyfrom undertakings within moretheir thanvalue 3000chain that have up to 1000 employees and a net turnover of more than EUR 450 000 000 on average during the financial year,year andany thatinformation thethat scopegoes ofbeyond the consolidated sustainability reporting requirementsinformation shouldto be reduced accordingly, the criteriadisclosed forpursuant determiningto the datessustainability ofreporting applicationstandards shouldfor bevoluntary adjusted,use andby theundertakings referencethat toare smallnot andrequired medium-sizedto undertakingsreport shouldon betheir removed.sustainability.

Removed:Recital 20: (20) Article 4(1) of Directive (EU) 2024/1760 prohibits Member States from introducing, in their national law, provisions within the field covered by the Directive laying down human rights and environmental due diligence obligations diverging from those laid down in Article 8(1) and (2), and Article 10(1) of that Directive. To ensure that Member States do not go beyond that Directive and to avoid the creation of a fragmented regulatory landscape resulting in legal uncertainty and unnecessary burden, the full harmonisation provisions of Directive (EU) 2024/1760 should be expanded to additional provisions regulating the core aspects of the due diligence process. That includes, in particular, the provisions on scope, definitions, due diligence at group level, identification duty, the duties to address adverse impacts that have been or should have been identified, prioritisation, the duties to engage with stakeholders in certain cases, and the duty to provide for a complaints and notification mechanism, supervisory authorities and their powers, and the substantiated concerns procedure.

Added:Recital 14 a (new): (14 a) Article 29b(4) of Directive 2013/34/EU requires sustainability reporting standards to take into account the difficulties undertakings may encounter in gathering information from actors throughout their value chain. In knowledge of recent attempts from third countries to block the sharing of data from non-EU countries to EU companies, Member States should allow information required by this Directive, in exceptional cases where an undertaking in a non-EU third country could be sanctioned due to third-country legislation simply by transmitting sustainability data, to replace the information not provided by the undertaking of a non-EU third country by default values. This default value, which is calculated or drawn from secondary data, should represent an estimation of the average value for an indicator, for a specific country and sector. When such default values are not available, Member States should allow information not to be disclosed if there is a danger of sanctions due to third-country legislation.

Removed:Recital 21: (21) Article 5 of Directive (EU) 2024/1760 obliges Member States to ensure that large companies above a certain size conduct risk-based human rights and environmental due diligence. To ensure effectiveness, reduce burdens on companies that have to comply with that obligation and ensure that their resources are used purposefully, the required due diligence should, as a general rule, be limited to the company’s own operations, those of its subsidiaries and those of its direct business partners (‘tier 1’). Consequently, when it comes to business relationships, while taking into account relevant risk factors, including company-level risk factors, such as whether the business partner is not a company covered by this Directive, business operation risk factors, geographic and contextual risk factors, such as the level of law enforcement with respect to the type of adverse impacts; product and service risk factors, and sectoral risk factors, companies should, after the scoping, be required to carry out further assessments of their own operations, those of their subsidiaries and, where related to their chains of activities, those of their direct business partners, in the areas where adverse impacts were identified to be most likely to occur and most severe. Companies should, however, look beyond their direct business relationships where they have plausible information that suggests an adverse impact at the level of an indirect business partner. Plausible information means information …

Added:Recital 15: (15) Article 29d of Directive 2013/34/EU requires undertakings subject to the requirements in Articles 19a and 29a of that Directive to prepare their management report, or consolidated management report, where applicable, in the electronic reporting format specified in Article 3 of Commission Delegated Regulation (EU) 2019/81511 and to mark up their sustainability reporting, including the disclosures provided for in Article 8 of Regulation (EU) 2020/852 of the European Parliament and of the Council12 , in accordance with the electronic reporting format to be specified in that Delegated Regulation. To provide clarity to undertakings, it should be specified that until such rules on the marking up of sustainability reporting are adopted by way of that Delegated Regulation undertakings should not be required to mark-up their sustainability reporting.

Removed:Recital 22: (22) To limit the trickle-down effect on small and medium-sized undertakings and small midcap companies when it comes to the scoping of the chain of activities to identify adverse impacts, companies within the scope should not seek to obtain information from their business partners but rely only on information that is already reasonably available such as publicly known information, information from searches and information gained through earlier cooperation. Entity-level information is not relevant at this stage, nor is any communication with business partners. It should only be possible to seek such information for further assessments under certain conditions. In such a case, it should be possible to seek information from direct business partners with fewer than 3000 employees that exceeds the information specified in the standards for voluntary use only where, following a risk-based approach, such information is necessary in light of indications of likely adverse impacts or because the standards do not cover relevant impacts and where such additional information cannot reasonably be obtained by other means, mainly from existing or secondary sources. The same should apply where companies are required to look beyond their direct business partners because they have plausible information suggesting an adverse impact at the level of an indirect business partner. In order to facilitate compliance for companies and the relevant business partners, it should be possible to obtain th…

Added:Recital 16: (16) Article 33(1) of Directive 2013/34/EU specifies that the members of the administrative, management and supervisory bodies of an undertaking have collective responsibility for ensuring that certain documents are drawn up and published in accordance with the requirements of that Directive. To provide flexibility for undertakings and reduce their reporting burden, Member States can provide that the collective responsibility of the members of the administrative, management and supervisory bodies of an undertaking for compliance with the requirements of Article 29d of that Directive as regards the digitalisation of the management report is limited to its publication in the single electronic format, including the marking up of the sustainability reporting therein.

Removed:Recital 22 a (new): (22a) While keeping with the objective of prioritising the most adverse and likely impacts, companies should be given significant flexibility in deciding which risks to address first on the basis of the severity and likelihood of an adverse impact. Such a decision should be based on the scale, scope or irremediable character of the adverse impact, taking into account the gravity of the impact. Once the most severe and likely adverse impacts are addressed in reasonable time, companies should address less severe and less likely adverse impacts. However, companies should not be penalised for any harm stemming from less significant adverse impacts that were not yet addressed according to the prioritisation in line with these principles.

Added:Recital 17: (17) Pursuant to Article 40a(1), fourth and fifth subparagraphs of Directive 2013/34/EU, a subsidiary in the Union of a third-country undertaking that generates a net turnover of more than EUR 150 million in the Union, or, in the absence of such subsidiary, a branch in the Union that generates a net turnover of more than EUR 40 million, is to publish and make accessible sustainability information at the group level of the third-country parent undertaking. For reasons of consistency and burden reduction, and in order to ensure a level playing field, the size for a subsidiary undertaking and a branch to be in scope of Article 40a should be adjusted. The size of the subsidiary undertaking and the branch should be set at a net turnover of more than EUR 450 000 000.

Removed:Recital 23: (23) Companies may find themselves in situations where their production heavily relies on inputs from one or several specific suppliers. At the same time, where the business operations of such a supplier are linked to severe adverse impacts, including child labour or significant environmental harm, and the company has unsuccessfully exhausted all due diligence measures to address those impacts, the company, as a last resort should suspend the business relationship while continuing to work with the supplier towards a solution, where possible using any increased leverage resulting from the suspension. Such a suspension should not lead to a substantial prejudice for the company, including where crucial business partners provide raw materials, products or services which are essential to the company’s business. Substantial prejudice should be interpreted as a negative and significant effect on the company’s legal, financial or economic situation or its production capacity, including in the long term, such as an effect giving rise to the likelihood of insolvency. In order not to undermine the aims of this Directive, the decision not to suspend the business relationship should be subject to conditions, including reporting to the competent supervisory authority about the duly justified reasons for such a decision. Companies should also assess if the adverse impacts from suspension can be reasonably expected to be manifestly more severe than the adverse impact that could not be preven…

Added:Recital 18: (18) Article 5(2), first subparagraph, of Directive (EU) 2022/2464 specifies the dates by which the Member States are to apply the sustainability reporting requirements set out in Directive 2013/34/EU, with different dates depending on the size of the undertaking concerned. Considering that the scope of the individual sustainability reporting requirements should be reduced to include only undertakings with more than 1000 employees and a net turnover of EUR 450 000 000 on average during the financial year, and that the scope of the consolidated sustainability reporting requirements should be reduced accordingly, the criteria for determining the dates of application should be adjusted, and the reference to small and medium-sized undertakings with securities admitted to trading on an EU regulated market should be removed.

Removed:Recital 25: (25) To reduce administrative burdens on companies, the Commission’s deadline for the adoption of general due diligence guidelines should be advanced to 26 July 2026. In parallel, the application deadline for Directive (EU) 2024/1760 for the first group of companies should be deferred to 26 July 2028 in accordance with Directive (EU) XXX/XXX13. That two-year interval should provide companies with sufficient time to take into account the practical guidance and best practices included in the Commission’s guidelines when implementing due diligence measures.

Added:Recital 19: (19) Article 5(2), third subparagraph, of Directive (EU) 2022/2464 specifies the dates by which the Member States are to apply the sustainability reporting requirements set out in Directive 2004/109/EC, with different dates depending on the size of the issuer concerned. Considering that the scope of the individual sustainability reporting requirements should be reduced to include only undertakings with more than 1000 employees and a net turnover of EUR 450 000 000 on average during the financial year, and that the scope of the consolidated sustainability reporting requirements should be reduced accordingly, the criteria for determining the dates of application should be adjusted, and the reference to small and medium-sized undertakings should be removed.

Removed:Recital 26: (26) The provisions of Directive (EU) 2024/1760 on the transition plan for climate change have been deemed to be disproportionate, particularly due to the administrative burden on companies and competent authorities, and could lead to legal uncertainty. It is necessary to repeal those provisions in order to streamline obligations and support a more targeted and efficient implementation of that Directive.

Added:Recital 20: (20) Article 4(1) of Directive (EU) 2024/1760 prohibits Member States from introducing, in their national law, provisions within the field covered by the Directive laying down human rights and environmental due diligence obligations diverging from those laid down in Article 8(1) and (2), and Article 10(1) of that Directive. To ensure that Member States do not go beyond that Directive and to avoid the creation of a fragmented regulatory landscape resulting in legal uncertainty and unnecessary burden, the full harmonisation provisions of Directive (EU) 2024/1760 should be expanded to additional provisions regulating the core aspects of the due diligence process. That includes, in particular, the provisions on due diligence at group level, identification duty, the duties to address adverse impacts that have been or should have been identified, prioritisation, the duties to engage with stakeholders in certain cases, and the duty to provide for a complaints and notification mechanism. At the same time, Member States should continue to be allowed to introduce or maintain provisions of national law regulating specific adverse impacts or specific sectors of activity, specific products or services, in order to achieve a different level of protection of human, employment and social rights, the environment or the climate.

Removed:Recital 29 a (new): (29a) In order to facilitate compliance by companies with reporting and due diligence obligations under Union law, and to enhance the accessibility and usability of sustainability-related information, the Commission should establish a dedicated digital reporting portal. That portal should serve as a one-stop shop, providing companies, free of charge, with tailored access to templates, reporting requirements, and information on funding and tendering opportunities. To ensure the effective functioning of the portal, the Commission should promote the interoperability of existing data platforms, enabling seamless transmission, exchange and analysis of data. Furthermore, and in view of the rapid technological developments, the Commission should assess the potential of technological solutions, including the use of trustworthy artificial intelligence in accordance with Regulation (EU) 2024/1689 of the European Parliament and of the Council1a to support the digitalisation of reporting and improve the quality and accessibility of sustainability-related data. / 1a Regulation (EU) 2024/1689 of the European Parliament and of the Council of 13 June 2024 laying down harmonised rules on artificial intelligence and amending Regulations (EC) No 300/2008, (EU) No 167/2013, (EU) No 168/2013, (EU) 2018/858, (EU) 2018/1139 and (EU) 2019/2144 and Directives 2014/90/EU, (EU) 2016/797 and (EU) 2020/1828 (Artificial Intelligence Act) (OJ L, 2024/1689, 12.7.2024, ELI: http://data.europa.eu/eli/reg/2024…

Added:Recital 21: (21) Article 5 of Directive (EU) 2024/1760 obliges Member States to ensure that large companies above a certain size conduct risk-based human rights and environmental due diligence. To ensure effectiveness, reduce burdens on companies that have to comply with that obligation and ensure that their resources are used purposefully, the required due diligence and measures taken should take into account relevant risk factors, including company-level risk factors, such as whether the business partner is not a company covered by this Directive, business operation risk factors, geographic and contextual risk factors, such as the level of law enforcement with respect to the type of adverse impacts; product and service risk factors, and sectoral risk factors. Companies should carry out the scoping to identify general areas where adverse impacts are most likely to occur and to be most severe. Based on the results of scoping the companies should be required, where on the basis of relevant and verifiable information the company has grounds to believe that adverse impacts have arisen or may arise, to carry out further assessments only in areas where adverse impacts were identified to be most likely to occur and most severe.

Added:Recital 22: (22) To limit the trickle-down effect on other companies, including small and medium-sized undertakings and small midcap companies when it comes to the scoping of the chain of activities to identify adverse impacts, companies within the scope should not seek to obtain information from their business partners but rely only on information that is already reasonably available, such as publicly known information, information from searches and information gained through earlier cooperation. Entity-level information and communication with business partners is not relevant at this stage. It should only be possible to seek such information for further assessments under certain conditions. In such a case, it should be possible to seek information from business partners only where, following a risk-based approach, such information is necessary in light of indications of likely adverse impacts from business partners with fewer than 5000 employees where such additional information cannot reasonably be obtained by other means, mainly from existing or secondary sources. In any case, any request should be targeted, reasonable and proportionate. In order to facilitate compliance for companies and the relevant business partners, it should be possible to obtain the necessary information either individually or collaboratively.

Added:Recital 22 a (new): (22 a) While keeping with the objective of prioritising the most adverse and likely impacts, companies should be given significant flexibility in deciding which risks to address first on the basis of the severity and likelihood of an adverse impact. Such a decision should be based on the scale, scope or irremediable character of the adverse impact, taking into account the gravity of the impact. Once the most severe and likely adverse impacts are addressed in reasonable time, companies should address less severe and less likely adverse impacts. However, companies should not be penalised for any harm stemming from less significant adverse impacts that were not yet addressed according to the prioritisation in line with these principles.

Added:Recital 23: (23) Companies may find themselves in situations where their production heavily relies on inputs from one or several specific suppliers. At the same time, where the business operations of such a supplier are linked to severe adverse impacts, including child labour or significant environmental harm, and the company has unsuccessfully exhausted all due diligence measures to address those impacts, the company, as a last resort should temporarily suspend the business relationship while continuing to work with the supplier towards a solution, where possible using any increased leverage resulting from the suspension. The company should assess, in consultation with relevant stakeholders, whether such suspension leads to a substantial prejudice for the company, including where crucial business partners provide raw materials, products or services which are essential to the company’s business to which no available alternative exists. Substantial prejudice should be interpreted as a negative and significant effect on the company’s legal, financial or economic situation or its production capacity, including in the long term, such as an effect giving rise to the likelihood of insolvency. In order not to undermine the aims of this Directive, the decision not to suspend the business relationship should be subject to conditions, including reporting to the competent supervisory authority about the duly justified reasons for such a decision. Companies should also assess if the adverse impacts …

Added:Recital 24: (24) To reduce burdens on companies and make stakeholder engagement more proportionate, companies should only have to engage with their employees, the employees of their subsidiaries and of their business partners, the representatives of those employees including trade unions, and individuals and communities whose rights or interests are or could be directly affected by the adverse impacts on human rights and the environment that stem from the products, services and operations of the company, its subsidiaries and its business partners. In line with the OECD Guidelines for Multinational Enterprises on Responsible Business Conduct, this includes the legitimate representatives of those individuals or communities. They play an important role for communities, such as indigenous peoples or local communities, but can also be relevant for individuals, in particular in situations where it is not possible or appropriate to engage directly with individual rightsholders, or not all of them. For instance, it may be difficult to reach out to certain rightsholders, due to, for example, communication barriers, but especially in situations where their security cannot be guaranteed (such as in conflict areas or if rightsholders fear reprisals) or there is a serious lack of trust. Legitimate representatives might for instance be community leaders, the individuals or bodies representing indigenous peoples in accordance with their organisational rules and traditions (e.g., elected elders), consum…

Added:Recital 25: (25) To reduce administrative burdens on companies, the Commission’s deadline for the adoption of general due diligence guidelines should be advanced to 26 July 2026. In parallel, the application deadline for Directive (EU) 2024/1760 for the first group of companies should be deferred to 26 July 2028 in accordance with Directive (EU) XXX/XXX 13 . That two-year interval should provide companies with sufficient time to take into account the practical guidance and best practices included in the Commission’s guidelines when implementing due diligence measures.

Added:Recital 26: (26) The requirement to put into effect the transition plan for climate change mitigation should be replaced by a clarification that companies adopt a transition plan which aims to ensure, through reasonable efforts, that the business model and strategy of the company are compatible with the transition to a sustainable economy. Member States should ensure that this obligation is an obligation of means, not an obligation of results. The obligation to adopt the plan remains subject to administrative supervision.

Added:Recital 27: (27) Article 27(1) of Directive EU 2024/1760 requires Member States to lay down penalties that are to be “effective, proportionate and dissuasive”. Article 27(2) of that Directive requires Member States, when deciding whether to impose penalties and, if so, when determining their nature and appropriate level, to take due account of a series of factors that determine the gravity of the infringement and attenuating or aggravating circumstances. Article 27(4) of that Directive requires Member States to base any imposed pecuniary penalties on the net worldwide turnover of the company concerned. In order to ensure proportionate penalties, Member States should guarantee that the maximum limit for pecuniary penalties is set at 5% of the net worldwide turnover of the company or, for companies falling under Article 2(1)(b) and Article 2(2)(b), of the consolidated worldwide turnover of the ultimate parent undertaking, in the financial year preceding that of the decision to impose the fine. Moreover, to harmonise enforcement practices across the Union, the Commission, in collaboration with the Member States, should develop guidelines to assist supervisory authorities in determining the appropriate level of penalties.

Added:Recital 29 a (new): (29 a) In order to facilitate compliance by companies with reporting and due diligence obligations under Union law, and to enhance the accessibility and usability of sustainability-related information, the Commission should establish a dedicated digital reporting portal. That portal should serve as a one-stop shop, providing companies, free of charge, with tailored access to templates, guidelines, reporting requirements, including voluntary tools, and information on funding and tendering opportunities. To ensure the effective functioning of the portal, the Commission should promote the interoperability of existing data platforms, enabling seamless transmission, exchange and analysis of data, as well as complementarity with the European Single Access point. Furthermore, and in view of the rapid technological developments, the Commission should assess the potential of technological solutions, including the use of trustworthy artificial intelligence in accordance with Regulation (EU) 2024/1689 of the European Parliament and of the Council1 to support the digitalisation of reporting and improve the quality and accessibility of sustainability-related data. / 1 Regulation (EU) 2024/1689 of the European Parliament and of the Council of 13 June 2024 laying down harmonised rules on artificial intelligence and amending Regulations (EC) No 300/2008, (EU) No 167/2013, (EU) No 168/2013, (EU) 2018/858, (EU) 2018/1139 and (EU) 2019/2144 and Directives 2014/90/EU, (EU) 2016/797 and (EU) 2020…

Changed:Article 2 – paragraph 1 – point 1 – point a, Article 1 – paragraph 3 – introductory part:wording: ‘The coordination measures prescribed by Articles 19a, 19b, 29a, 29aa, 29d, 30 and 33, Article 34(1), second subparagraph, point (aa), Article 34(2) and (3), 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 regardless of their legal form, provided that those undertakings exceed, on their balance sheet dates, the average number of 30001000 employees and a net turnover of EUR 450 000 000 during the financial year:’;

Changed:Article 2 – paragraph 1 – point 1 a (new), Article 19 – paragraph 1 – subparagraph 4: (1a)(1 a) in Article 19(1), the fourth subparagraph is replaced by the following: / ‘Undertakings which, on their balance sheet dates, exceed the average number of 30001000 employees and a net turnover of EUR 450 000 000 during the financial year, shall report information on the key intangible resources and explain how the business model of the undertaking fundamentally depends on such resources and how such resources are a source of value creation for the undertaking.’;undertaking.’ ;

Changed:Article 2 – paragraph 1 – point 2 – point a, Article 19a – paragraph 1 – subparagraph1:subparagraph 1: ‘Undertakings which, on their balance sheet dates, exceed the average number of 30001000 employees and a net turnover of EUR 450 000 000 during the financial year shall include in their 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.’;

Changed:Article 2 – paragraph 1 – point 2 – point a a (new), Article 19a – paragraph 1 – subparagraph 2 a2a (new): (aa)(a a) in paragraph 1, the following subparagraph is added: / ‘Where the ultimate parent‘Undertakings undertakingthat isare a financial holding undertaking as defined in Article 2(15), it mayshall be exempted from carrying out the obligations under this Directive. That exemption is subject to the condition that one of the ultimate parent undertaking’s subsidiaries established in the Union is designated to comply with those obligations on behalf of the ultimate parent undertaking.’;Directive.’;

Removed:Article 2 – paragraph 1 – point 2 – point a b (new) – point i, Article 19a – paragraph 2 – point a – point iii: (ab) paragraph 2 is amended as follows: / (i) in point (a), point (iii) is replaced by the following: / ‘(iii) any climate-related transition plans of the undertaking, if such a plan exists;’;

Added:Article 2 – paragraph 1 – point 2 – point b – point i, Article 19a – paragraph 3 – subparagraph 1: ‘Where applicable, the information referred to in paragraphs 1 and 2 shall contain information about the undertaking’s own operations and about its value chain, including its products and services, its business relationships and its supply chain. Member States shall ensure that, for the reporting of sustainability information as required by this Directive, undertakings do not seek to obtain from undertakings in their value chain which, on their balance sheet dates, do not exceed the average number of 1000 employees and a net turnover of EUR 450 000 000 during the financial year any information that exceeds the information specified in the standards for voluntary use referred to in Article 29ca, except for additional sustainability information that is commonly shared between undertakings in the sector concerned. Undertakings that report the necessary value chain information without reporting from undertakings in their value chain which, on their balance sheet dates, do not exceed the average number of 1000 employees and a net turnover of EUR 450 000 000 during the financial year any information that exceeds the information specified in the standards for voluntary use referred to in Article 29ca, except for additional sustainability information that is commonly shared between undertakings in the sector concerned, shall be deemed to have complied with the obligation to report value chain information set out in this paragraph.’;

Removed:Article 2 – paragraph 1 – point 2 – point a b (new) – point ii, Article 19a – paragraph 2 – point f – point ii: (ii) in point (f), point (ii) is replaced by the following: / ‘(ii) the principal actual or potential adverse impacts connected with the undertaking’s own operations and with its chain of activities, 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 undertaking is required to identify pursuant to other Union requirements on undertakings to conduct a due diligence process;’;

Added:Article 2 – paragraph 1 – point 2 – point b – point i a (new), Article 19a – paragraph 3 – subparagraph 2: (i a) the second subparagraph is replaced by the following: / ‘In the event that not all the necessary information regarding its value chain is available, the undertaking 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. If an information regarding its value chain cannot be obtained because the legal framework of a third country prevents a business partner to do so, the undertaking shall inform the supervisory authority which, in turn, shall inform the Commission. Where possible, the undertaking shall replace the information that could not be obtained by a default value, which represents an estimation of the average value for an indicator for a specific country and sector. Each reporting exercise, the undertaking shall reassess whether the use of the default value is still needed and if the information regarding its value chain can be obtained instead.’;

Removed:Article 2 – paragraph 1 – point 2 – point b – point i, Article 19a – paragraph 3 – subparagraph 1: Where applicable, the information referred to in paragraphs 1 and 2 shall contain information about the undertaking’s own operations and about its chain of activities, including its products and services, its business relationships and its supply chain. Member States shall ensure that, for the reporting of sustainability information as required by this Directive, undertakings do not seek to obtain from undertakings in their chain of activities which, on their balance sheet dates, do not exceed the average number of 3000 employees and a net turnover of EUR 450 000 000 during the financial year any information that exceeds the information specified in the standards for voluntary use referred to in Article 29ca, except for additional sustainability information that is commonly shared between undertakings in the sector concerned. Undertakings that report the necessary information about their chain of activities without reporting from undertakings in their chain of activities which, on their balance sheet dates, do not exceed the average number of 3000 employees and a net turnover of EUR 450 000 000 during the financial year any information that exceeds the information specified in the standards for voluntary use referred to in Article 29ca, except for additional sustainability information that is commonly shared between undertakings in the sector concerned, shall be deemed to have complied with the obligation to report information about their chain of activities set out in this p…

Added:Article 2 – paragraph 1 – point 2 – point b – point ii, Article 19a – paragraph 3 – subparagraph 4 a: ‘The first subparagraph is without prejudice to information requests made for purposes other than the reporting of sustainability information as required by this Directive, including Union requirements on undertakings to conduct a due diligence process.’;

Changed:Article 2 – paragraph 1 – point 2 – point b – point i a (new), Article 19a – paragraph 3– subparagraph4 2:a (ia)(new): the(b seconda) subparagraphthe isfollowing replacedparagraph by4a theis following:inserted: / ‘In‘4a. theThe eventreporting thatobligations notset allout thein necessarythis informationArticle regardingare itswithout chainprejudice ofto activitiesDirective is(EU) available,2016/943 of the undertakingEuropean shallParliament explainand of the effortsCouncil. madeTherefore, toundertakings obtainshall thenot necessarybe informationrequired aboutto itsdisclose chaininformation ofon activities,intellectual thecapital, reasonsintellectual whyproperty notor allknow-how, ofbusiness theinformation necessaryor informationtechnological couldinformation bewhich obtained,constitutes andtrade itssecrets plansas todefined obtainin theArticle necessary2, informationpoint in(1), theof future.’;Directive /(EU) (deleted)2016/943.’;

Removed:Article 2 – paragraph 1 – point 2 – point b – point ii, Article 19a – paragraph 3 – subparagraph 4 a (new): ‘The reporting obligations set out in this Article are without prejudice to Directive (EU) 2016/943 of the European Parliament and of the Council*. Therefore, undertakings shall not be required to disclose information on intellectual capital, intellectual property or know how, business information or technological information which constitutes trade secrets as defined in Article 2, point (1), of Directive (EU) 2016/943.’; / * Directive (EU) 2016/943 of the European Parliament and of the Council of 8 June 2016 on the protection of undisclosed know-how and business information (trade secrets) against their unlawful acquisition, use and disclosure (OJ L 157, 15.6.2016, p. 1, ELI: http://data.europa.eu/eli/dir/2016/943/oj).

Added:Article 2 – paragraph 1 – point 2 – point c a (new), Article 19a – paragraph 10: (c a) paragraph 10 is replaced by the following: / ‘10. The exemption laid down in paragraph 9 shall also apply to public-interest entities subject to the requirements of this Article.’;

Removed:Article 2 – paragraph 1 – point 2 – point c a (new), Article 19a – paragraph 10: (ca) paragraph 10 is replaced by the following: / ‘10. The exemption laid down in paragraph 9 shall also apply to public-interest entities subject to the requirements of this Article.’;

Added:Article 2 – paragraph 1 – point 3, Article 19b: deleted / (deleted)

Removed:Article 2 – paragraph 1 – point 3, Article 19b – paragraph 1: 1. Member States shall ensure that, by way of derogation from Article 8 of Regulation (EU) 2020/852, undertakings as referred to in Article 19a(1) of this Directive shall apply paragraphs 2, 3 and 4 of this Article.

Added:Article 2 – paragraph 1 – point 4 – point a, Article 29a – paragraph 1 – subparagraph 1: ‘Parent undertakings of a group which, on their balance sheet dates, exceed the average number of 1000 employees and a net turnover of EUR 450 000 000, on a consolidated basis, during the financial year, shall include in the consolidated management report information necessary to understand the group’s impacts on sustainability matters, and information necessary to understand how sustainability matters affect the group’s development, performance and position.’;

Changed:Article 2 – paragraph 1 – point 4 – point a,a a (new), Article 29a – paragraph 1 – subparagraph 1:1a and 1b (new): (a a) in paragraph 1, the following subparagraphs are added: / ‘Parent undertakings ofthat are a groupfinancial which,holding onundertaking theiras balancedefined sheetin dates,Article exceed2(15), theshall averagebe numberexempted offrom 3000carrying employeesout andthe aobligations netunder turnoverthis Article. / In case of EURrecent 450acquisitions 000of 000,subsidiaries onthat aare consolidatednot basis,subject duringto the financialreporting year,of shallinformation includereferred to in the consolidatedfirst managementsubparagraph, reportthe informationparent necessaryundertaking towill understandbenefit theof group’sa impacts24 onmonths sustainabilitytransition matters,period andbefore informationbeing necessaryrequired to understandintegrate howinformation sustainabilityon mattersits affectnew thesubsidiary, group’swithin development,its performanceconsolidated andsustainability position.’;report.’;

Removed:Article 2 – paragraph 1 – point 4 – point a a (new), Article 29a – paragraph 1 – subparagraph 2 a new: (aa) in paragraph 1, the following subparagraph is added: / ‘Where the ultimate parent undertaking of a group is a financial holding undertaking as defined in Article 2(15), it may be exempted from complying with the obligations set out in this Directive. That exemption is subject to the condition that one of the ultimate parent undertaking’s subsidiaries established in the Union is designated to comply with those obligations on behalf of the ultimate parent undertaking’;

Added:Article 2 – paragraph 1 – point 4 – point b – point i, Article 29a – paragraph 3 – subparagraph 1: ‘Where applicable, the information referred to in paragraphs 1 and 2 shall contain information about the group’s own operations and about its value chain, including its products and services, its business relationships and its supply chain. Member States shall ensure that, for the reporting of sustainability information as required by this Directive, undertakings do not seek to obtain from undertakings in their value chain which, on their balance sheet dates, do not exceed the average number of 1000 employees and a net turnover of EUR 450 000 000 during the financial year any information that exceeds the information specified in the standards for voluntary use referred to in Article 29ca, except for additional sustainability information that is commonly shared between undertakings in the sector concerned. Undertakings that report the necessary value chain information without reporting from undertakings in their value chain which, on their balance sheet dates, do not exceed the average number of 1000 employees and a net turnover of EUR 450 000 000 during the financial year any information that exceeds the information specified in the standards for voluntary use referred to in Article 29ca, except for additional sustainability information that is commonly shared between undertakings in the sector concerned, shall be deemed to have complied with the obligation to report value chain information set out in this paragraph.’;

Removed:Article 2 – paragraph 1 – point 4 – point a b (new) – point i, Article 29a – paragraph 2 – point a – point iii: (ab) paragraph 2 is amended as follows: / (i) in point (a), point (iii) is replaced by following: / ‘(iii) any climate-related transition plans of the undertaking, if such a plan exists;’;

Added:Article 2 – paragraph 1 – point 4 – point b – point i a (new), Article 29a – paragraph 3 – subparagraph 2: (i a) the second subparagraph is replaced by the following: / ‘In the event that not all the necessary information regarding its value chain is available, the undertaking 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. If an information regarding its value chain cannot be obtained because the legal framework of a third country prevents a business partner to do so, the undertaking shall inform the supervisory authority which, in turn, shall inform the Commission. Where possible, the undertaking shall replace the information that could not be obtained by a default value, which represents an estimation of the average value for an indicator for a specific country and sector. Each reporting exercise, the undertaking shall reassess whether the use of the default value is still needed and if the information regarding its value chain can be obtained instead.’;

Changed:Article 2 – paragraph 1 – point 4 – point a b (new) – point ii, Article 29a – paragraph 2 – point f3 – point ii: (ii)subparagraph in4 pointa: (f),‘The pointfirst (ii)subparagraph is replaced by the following: / ‘(ii) the principal actual or potential adverse impacts connected with the group’s own operations and with its chain of activities, including its products and services, its business relationships and its supply chain, actionswithout takenprejudice to identify andinformation monitorrequests thosemade impacts,for andpurposes other adversethan impactsthe whichreporting theof parentsustainability undertakinginformation isas required to identifyby pursuantthis toDirective, otherincluding Union requirements on undertakings to conduct a due diligence process;’;process.’;

Removed:Article 2 – paragraph 1 – point 4 – point b – point i, Article 29a – paragraph 3 – subparagraph 1: Where applicable, the information referred to in paragraphs 1 and 2 shall contain information about the group’s own operations and about its chain of activities, including its products and services, its business relationships and its supply chain. Member States shall ensure that, for the reporting of sustainability information as required by this Directive, undertakings do not seek to obtain from undertakings in their chain of activities which, on their balance sheet dates, do not exceed the average number of 3000 employees and a net turnover of EUR 450 000 000 during the financial year any information that exceeds the information specified in the standards for voluntary use referred to in Article 29ca, except for additional sustainability information that is commonly shared between undertakings in the sector concerned. Undertakings that report the necessary information about their chain of activities without reporting from undertakings in their chain of activities which, on their balance sheet dates, do not exceed the average number of 3000 employees and a net turnover of EUR 450 000 000 during the financial year any information that exceeds the information specified in the standards for voluntary use referred to in Article 29ca, except for additional sustainability information that is commonly shared between undertakings in the sector concerned, shall be deemed to have complied with the obligation to report information about their chain of activities set out in this paragra…

Added:Article 2 – paragraph 1 – point 4 – point b a (new), Article 29a – paragraph 3 – subparagraph 5a (new): (b a) the following subparagraph 5a is added: / ‘5a. The reporting obligations set out in this Article are without prejudice to Directive (EU) 2016/943. Therefore, undertakings shall not be required to disclose information on intellectual capital, intellectual property or know-how, business information or technological information which constitutes trade secrets as defined in Article 2, point (1), of Directive (EU) 2016/943.’;

Removed:Article 2 – paragraph 1 – point 4 – point b – point i a (new), Article 29a – paragraph 3 – subparagraph 2: (ia) the second subparagraph is replaced by the following: / ‘In the event that not all the necessary information regarding its chain of activities is available, the parent undertaking shall explain the efforts made to obtain the necessary information about its chain of activities, the reasons why not all of the necessary information could be obtained, and its plans to obtain the necessary information in the future.’;

Added:Article 2 – paragraph 1 – point 4 – point b b (new), Article 29a – paragraph 8 – subparagraph 1: (b b) in paragraph 8, the first subparagraph is replaced by the following: / ‘Provided that the conditions set out in the second subparagraph of this paragraph are met, a parent undertaking which is a subsidiary undertaking shall be exempted from the obligations set out in paragraphs 1 to 5 of this Article (the “exempted parent undertaking”) if such parent undertaking and its subsidiary undertakings are included in the consolidated management report of another undertaking, drawn up in accordance with Article 29 and this Article. A parent undertaking which is a subsidiary undertaking of a parent undertaking that is established in a third country shall also be exempted from the obligations set out in paragraphs 1 to 5 of this Article where: / (i) such parent undertaking and its subsidiary undertakings are included in the consolidated sustainability reporting of that parent undertaking that is established in a third country and where that consolidated sustainability reporting is carried out in accordance with the sustainability reporting standards adopted pursuant to Article 29b or in a manner equivalent to those sustainability reporting standards, as determined in accordance with an implementing act on the equivalence of sustainability reporting standards adopted pursuant to the third subparagraph of Article 23(4) of Directive 2004/109/EC; / (ii) the parent undertaking is a financial holding undertaking in accordance with Article 2(15), that does not have any subsidiaries in th…

Removed:Article 2 – paragraph 1 – point 4 – point b – point ii, Article 29a – paragraph 3 – subparagraph 5 a (new): ‘The reporting obligations set out in this Article are without prejudice to Directive (EU) 2016/943. Therefore, undertakings shall not be required to disclose information on intellectual capital, intellectual property or know how, business information or technological information which constitutes trade secrets as defined in Article 2, point (1), of Directive (EU) 2016/943.’;

Added:Article 2 – paragraph 1 – point 4 – point b c (new), Article 29a – paragraph 9: (b c) paragraph 9 is replaced by the following: / ‘9. The exemption laid down in paragraph 8 shall also apply to public-interest entities subject to the requirements of this Article.’;

Removed:Article 2 – paragraph 1 – point 4 – point b a (new), Article 29a – paragraph 9: (ba) paragraph 9 is replaced by the following: / ‘9. The exemption laid down in paragraph 8 shall also apply to public-interest entities subject to the requirements of this Article.’;

Added:Article 2 – paragraph 1 – point 5, Article 29aa: deleted / (deleted)

Removed:Article 2 – paragraph 1 – point 5, Article 29aa – paragraph 1: 1. Member States shall ensure that, by way of derogation from Article 8 of Regulation (EU) 2020/852, parent undertakings as referred to in Article 29a(1) of this Directive shall apply paragraphs 2, 3 and 4 of this Article.

Added:Article 2 – paragraph 1 – point 6 – point -a, Article 29b – paragraph 1 – subparagraph 2 a (new): (-a) in paragraph 1, the following subparagraph is inserted after the second subparagraph: / ‘The Commission, after consultation with relevant stakeholders, shall develop voluntary sector-specific guidelines to assist undertakings in the same sector in conducting their materiality assessment. These guidelines shall provide tailored support for identifying and disclosing sector-relevant sustainability impacts, risks, and opportunities, ensuring consistency and comparability across companies operating in the same sector.’;

Removed:Article 2 – paragraph 1 – point 6 – point a a (new), Article 29b – paragraph 2 – subparagraph 1: (aa) paragraph 2 is replaced by the following: / ‘2. The sustainability reporting standards shall ensure the quality of reported information, by requiring that it is simple, streamlined, understandable, proportionate, relevant, verifiable, comparable and represented in a faithful manner. The sustainability reporting standards shall: / (a) to the extent possible, be quantitative in nature; / (b) avoid double reporting and any overlap with obligations stemming from other legislative instruments; / (c) avoid imposing a disproportionate administrative and financial burden on undertakings; and / (d) ensure interoperability with internationally recognised standards set by global standard-setting initiatives for sustainability reporting as required by paragraph 5, point (a).’;

Added:Article 2 – paragraph 1 – point 6 – point a, Article 29b – paragraph 1: (a) in paragraph 1, the third, fourth and sixth subparagraphs are deleted;

Changed:Article 2 – paragraph 1 – point 6 – point b,a a (new), Article 29b – paragraph 42 – subparagraph 1: (b)(a a) in paragraph 4,2, the first subparagraph is replaced by the following: / ‘Sustainability‘The sustainability reporting standards shall take account ofensure the difficulties that undertakings might encounter in gathering information from actors throughout their chainquality of activities, especially from those which arereported notinformation, subjectby torequiring thethat sustainabilityit reportingis requirementssimple, laidaccessible, downstreamlined, inunderstandable, Articleproportionate, 19arelevant, orverifiable, 29acomparable and from suppliersrepresented in emerginga marketsfaithful andmanner. economies.The Sustainabilitysustainability reporting standards shall specify disclosures on chains of activities that are proportionate and relevant to the capacities and characteristics of undertakings in the chains of activities, and to the scale and complexity of their activities, especially those of undertakings that areshall: not/ subject(a) to the sustainability reportingextent requirementspossible, laidbe downquantitative in Articlenature; 19a/ or(b) 29a.avoid Sustainabilitydouble reporting standards shall not specify disclosures thatand wouldany requireoverlap undertakingswith toobligations obtainstemming from undertakings in their chain of activities which, on their balance sheet dates,other dolegislative notinstruments; exceed/ the(c) averageavoid numberimposing ofa 3000disproportionate employeesadministrative and afinancial netburden turnoveron ofundertakings; EURand 450/ 000(d) 000ensure duringto the financialgreatest yearextent anypossible informationinteroperability thatwith exceedsinternationally therecognised informationstandards toset beby disclosedglobal pursuantstandard-setting toinitiatives thefor sustainability reporting standards foras voluntaryrequired useby referredpoint to(a) inof Articleparagraph 29ca.’;5.’;

Removed:Article 2 – paragraph 1 – point 8, Article 2013/34/EU, Article 29ca – paragraph 1: 1. To facilitate voluntary reporting of sustainability information by undertakings other than those referred to in Articles 19a(1) and 29a(1) and to limit the information that can be requested from such undertakings for the purposes of this Directive, the Commission shall adopt a delegated act by [4 months after entry into force of this Directive] in accordance with Article 49 supplementing this Directive to provide for sustainability reporting standards for voluntary use by such undertakings.

Changed:Article 2 – paragraph 1 – point 116 – point b, Article 3429b – paragraph 2a:4 ‘2a.– Membersubparagraph States1: (b) in paragraph 4, the first subparagraph is replaced by the following / ‘Sustainability reporting standards shall ensuretake thataccount of the opiniondifficulties, referredincluding tolegal limitations stemming from this Directive, that undertakings might encounter in paragraphgathering 1,information secondfrom subparagraph,actors pointthroughout (aa),their isvalue preparedchain, especially from those which are not subject to the sustainability reporting requirements laid down in fullArticle respect19a or 29a and from suppliers in emerging markets and economies. Sustainability reporting standards shall specify disclosures on value chains that are proportionate and relevant to the capacities and characteristics of undertakings in the obligationvalue onchains, and to the scale and complexity of their activities, especially those of undertakings that are not subject to seekthe sustainability reporting requirements laid down in Article 19a or 29a. Sustainability reporting standards shall not specify disclosures that would require undertakings to obtain from undertakings in their chain ofvalue activitieschain which, on their balance sheet dates, do not exceed the average number of 30001000 employees and a net turnover of EUR 450 000 000 during the financial year any information that exceeds the information specifiedto inbe disclosed pursuant to the sustainability reporting standards for voluntary use referred to in Article 29ca, except for additional sustainability information that is commonly shared between undertakings in the sector concerned.’;29ca.’;

Removed:Article 2 – paragraph 1 – point 12 – point a, Article 40a – paragraph 1 – subparagraph 2: ‘The first subparagraph shall only apply to subsidiary undertakings which, on their balance sheet dates, exceed the average number of 3000 employees and a net turnover of EUR 450 000 000 in the preceding financial year.’;

Added:Article 2 – paragraph 1 – point 8, Article 29ca – paragraph 1: 1. To facilitate voluntary reporting of sustainability information by undertakings other than those referred to in Articles 19a(1) and 29a(1) and to limit the information that can be requested from such undertakings for the purposes of this Directive, the Commission shall adopt a delegated act by [4 months after entry into force of this Directive] in accordance with Article 49 supplementing this Directive to provide for sustainability reporting standards for voluntary use by such undertakings.

Removed:Article 2 – paragraph 1 – point 12 – point b, Article 40a – paragraph 1 – subparagraphs 4 and 5: ‘The rule referred to in the third subparagraph shall only apply to a branch where the third-country undertaking does not have a subsidiary undertaking as referred to in the first subparagraph, and where the branch generated a net turnover exceeding EUR 450 000 000 in the preceding financial year.’ / (deleted)

Added:Article 2 – paragraph 1 – point 8, Article 29ca – paragraph 2: 2. The sustainability reporting standards referred to in paragraph 1 shall be based on Commission Recommendation 2025/4984 and proportionate to the size of the undertakings, and be relevant for the capacities and the characteristics of the undertakings for which they are designed and to the scale and complexity of their activities. They shall also, to the extent possible, specify the structure to be used to present such sustainability information. Undertakings within the value chain may choose a template for reporting of sustainability information, so that undertakings requesting information are not required to assess or map the size categories of all entities in their value chain.

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 8, Article 29ca – paragraph 3 (new): 3. The Commission shall, at least every four years after the date of its application, review the delegated act referred to in paragraph 1 and, where necessary, it shall amend it to take into account developments relevant to sustainability reporting.

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 8, Article 29ca – paragraph 4 (new): 4. When amending delegated acts pursuant to paragraph 3, the Commission shall take into consideration technical advice from EFRAG.’;

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 10, Article 33 – paragraph 1 – subparagraph 2: By way of derogation from subparagraph 1, Member States may provide that the members of the administrative, management and supervisory bodies of an undertaking, acting within the competences assigned to them by national law, do not have collective responsibility for ensuring that the management report, or consolidated management report, where applicable, is prepared in accordance with Article 29d.’;

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 11 – point b, Article 34 – paragraph 2 a: ‘2a. Member States shall ensure that the opinion referred to in paragraph 1, second subparagraph, point (aa), is prepared in full respect of the obligation on undertakings not to seek to obtain from undertakings in their value chain which, on their balance sheet dates, do not exceed the average number of 1000 employees and a net turnover of EUR 450 000 000 during the financial year any information that exceeds the information specified in the standards for voluntary use referred to in Article 29ca, except for additional sustainability information that is commonly shared between undertakings in the sector concerned.’;

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 11 – point b a (new), Article 34 – paragraph 2 b (new): (b a) the following paragraph 2b is inserted: / ‘2b. Member States shall ensure that the opinion referred to in paragraph 1, second subparagraph, point (aa), is prepared in full respect of the possibility of undertakings in the value chain to omit to provide information in exceptional cases where an undertaking established under legislation of a third-country could be sanctioned due to third-country legislation simply by transmitting sustainability data.’;

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 12 – point -a (new), Article 40a – paragraph 1 – subparagraph 1: (- a) the first subparagraph is replaced by the following: / ‘A Member State shall require that a subsidiary undertaking established in its territory whose ultimate parent undertaking is governed by the law of a third country publish and make accessible a sustainability report covering the information specified in points (a)(iii) to (a)(v), points (b) to (f) and, where appropriate, point (h) of Article 29a (2), and in accordance with Article 29a(3), at the group level of that ultimate third-country parent undertaking.’;

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 12 – point a, Article 40a – paragraph 1 – point a: ‘The first subparagraph shall only apply to subsidiary undertakings which, on their balance sheet dates, exceed a net turnover of EUR 450 000 000 in the preceding financial year.’;

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 12 – point b, Article 40a – paragraph 1 – subpargraph 4: (b) the fourth subparagraph is replaced by the following: / ‘The rule referred to in the third subparagraph shall only apply to a branch where the third-country undertaking does not have a subsidiary undertaking as referred to in the first subparagraph, and where the branch generated a net turnover exceeding EUR 450 000 000 in the preceding financial year.

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 12 – point b a (new), Article 40a – paragraph 1 – subpargraph 5: (ba) the fith subparagraph is deleted / (deleted)

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 13 – point -a (new), Article 49 –paragraph 2 – first sentence: (-a) in paragraph 2, first sentence, the reference to Article 29c is deleted;

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 13 – point -a a (new), Article 49 – paragraph 3 – first sentence: (-aa) in paragraph 3, first sentence, the reference to Article 29c is deleted;

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 13 – point -a b (new), Article 49 – paragraph 3b: (-ab) paragraph 3b is amended as follows: / (i) in the first subparagraph, introductory wording, the reference to Article 29c is deleted ; / (ii) in the fourth subparagraph, the reference to Article 29c is deleted; / (iii) in the sixth subparagraph, the reference to Article 29c is deleted.

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 13 – point a – introductory part, Article 49 – paragraph 3c: (a) the following paragraphs 3c and 3d are inserted:

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 13 – point a, Article 49 – paragraph 3c: ‘3c. The power to adopt delegated acts referred to in Article 29ca shall be conferred on the Commission for an indeterminate period from [date of entry into force of amending Directive].

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 13 – point a, Article 49 – paragraph 3d: 3d. The delegations of powers referred to in Article 29ca may be revoked at any time by the European Parliament or by the Council. A decision to revoke shall put an end to the delegation of the power specified in that decision. It shall take effect the day following the publication of the decision in the Official Journal of the European Union or at a later date specified therein. It shall not affect the validity of any delegated acts already in force.

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 13 – point a, Article 49 – paragraph 3e: deleted

Added:Directive 2013/34/EU

Added:Article 2 – paragraph 1 – point 13 – point b, Article 49 – paragraph 5: ‘5. A delegated act adopted pursuant to Article 1(2), Article 3(13), Articles 29b, 29ca or 40b, or Article 46(2) 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.’.

Changed:Article 3 – paragraph 1 – point 1 – point b – point i, Article 5 – paragraph 2 – subparagraph 1 – point – b -– point i: ‘(i) to undertakings which, on their balance sheet dates, exceed the average number of 30001000 employees and a net turnover of EUR 450 000 000 during the financial year;’;

Changed:Article 3 – paragraph 1 – point 1 – point b – point ii, Article 5 – paragraph 2 – subparagraph 1 – point b -– point ii: ‘(ii) to parent undertakings of a group which, on their balance sheet dates, exceed the average number of 30001000 employees and a net turnover of EUR 450 000 000, on a consolidated basis, during the financial year;’;

Changed:Article 3 – paragraph 1 – point 2 – point b – point i, Article 5 – paragraph 2 – subparagraph 3 – point b – point i: ‘(i) to issuers as defined in Article 2(1), point (d) of Directive 2004/109/EC which are large undertakings within the meaning of Article 3(4) of Directive 2013/34/EU which, on their balance sheet dates, exceed the average number of 30001000 employees and a net turnover of EUR 450 000 000 during the financial year;’;

Changed:Article 3 – paragraph 1 – point 2 – point b – point ii, Article 5 – paragraph 2 – subparagraph 3 – point b – point ii: ‘(ii) to issuers as defined in Article 2(1), point (d) of Directive 2004/109/EC which are parent undertakings of a group which, on its balance sheet dates, exceed the average number of 30001000 employees and a net turnover of EUR 450 000 000, on a consolidated basis, during the financial year;’;

Removed:Article 4 – paragraph 1 – point 1, Article 1 – paragraph 1 – point c: (1) in Article 1(1), point (c) is deleted. / (deleted)

Added:Article 4 – paragraph 1 – point 1, Article 1 – paragraph 1 – point c: ‘(c) the obligation for companies to adopt a transition plan for climate change mitigation, which aim to ensure, through reasonable efforts, compatibility of the business model and of the strategy of the company with the transition to a sustainable economy and with the limiting of global warming in line with the Paris Agreement.’;

Changed:Article 4 – paragraph 1 – point 1 a (new) – point a,(new), Article 2 – paragraph 1 – point a: (1a)(1 a) Article 2 is amended as follows: / (a) in paragraph 1, point (a) is replaced by the following: / ‘(a) the company had more than 35 000 employees on average and had a net worldwide turnover of more than EUR 450 0001.5 000billion in the last financial year for which annual financial statements have been or should have been adopted;’adopted ;’;

Removed:Article 4 – paragraph 1 – point 1 a (new) – point b, Article 2 – paragraph 3 – subparagraph 1: (b) in paragraph 3, the first subparagraph is replaced by the following: / ‘3. Where the ultimate parent company has as its main activity the holding of shares in operational subsidiaries and does not engage in taking management, operational or financial decisions affecting the group or one or more of its subsidiaries, it may be exempted from carrying out the obligations under this Directive. That exemption is subject to the condition that one of the ultimate parent company’s subsidiaries established in the Union is designated to fulfil the obligations set out in Articles 6 to 16 on behalf of the ultimate parent company, including the obligations of the ultimate parent company with respect to the activities of its subsidiaries. In such a case, the designated subsidiary is given all the necessary means and legal authority to fulfil those obligations in an effective manner, in particular to ensure that the designated subsidiary obtains from the companies of the group the relevant information and documents to fulfil the obligations of the ultimate parent company under this Directive.’;

Added:Article 4 – paragraph 1 – point 1 a (new) – point b (new), Article 2 – paragraph 2 – point a: (b) in paragraph 2, point (a) is replaced by the following: / ‘(a) the company generated a net turnover of more than EUR 1.5 billion in the Union in the financial year preceding the last financial year;’;

Removed:Article 4 – paragraph 1 – point 3, Article 4 – paragraph 1: Without prejudice to Article 1(2) and (3), Member States shall not introduce, in their national law, provisions within the field covered by this Directive diverging from those laid down in Articles 2 and 3, Articles 6 to 16 and Articles 24, 25 and 26.

Added:Article 4 – paragraph 1 – point 2 – introductory part, Article 3 – paragraph 1: (2) Article 3(1) is amended as follows:

Removed:Article 4 – paragraph 1 – point 3, Article 4 – paragraph 2: deleted

Added:Article 4 – paragraph 1 – point 2 – point a (new), Article 3 – paragraph 1 – point n: (a) point (n) is replaced by the following: / ‘(n) ‘stakeholders’ means the company’s employees, the employees of its subsidiaries and of its business partners, and their trade unions and workers’ representatives, and individuals or communities whose rights or interests are or could be directly affected by the adverse impacts on human rights and the environment that stem from the products, services and operations of the company, its subsidiaries and its business partners and the legitimate representatives of those individuals or communities;’;

Removed:Article 4 – paragraph 1 – point 3 a (new) – point a, Article 6 – paragraph 1: (3a) Article 6 is amended as follows: / (a) paragraph 1 is replaced by the following: / ‘1 Member States shall ensure that parent companies falling under the scope of this Directive are allowed to fulfil the obligations set out in Articles 7 to 11 on behalf of companies which are subsidiaries of those parent companies and fall under the scope of this Directive, if this ensures effective compliance. This is without prejudice to such subsidiaries being subject to the exercise of the supervisory authority’s powers in accordance with Article 25 and to their civil liability in accordance with Article 29.’

Added:Article 4 – paragraph 1 – point 2 – point b (new), Article 3 – paragraph 1 – point w (new): (b) the following point (w) is added: / ‘(w) ‘reasonably available information’ means information which can be obtained by the company from its own, or from existing or secondary sources without contacting a business partner.’;

Changed:Article 4 – paragraph 1 – point 3 a (new) – pointintroductory b,part, Article 6 –4: paragraph(3) 3:Article (b)4 paragraphis 3amended isas deleted.follows:

Removed:Article 4 – paragraph 1 – point 4 – point a, Article 8 – paragraph 2: (a) paragraph 2 is replaced by the following: / ‘2. As part of the obligation set out in paragraph 1, and adopting a risk-based approach that takes into account relevant risk factors, including geographical and contextual risk factors, sectoral, product or service risk factors, as well as business operation or business partners risk factors, companies shall take appropriate measures to: / (a) carry out a scoping, based on reasonably available information, to identify general areas across their own operations, those of their subsidiaries and, where related to their chain of activities, those of their business partners where adverse impacts are most likely to occur and to be most severe; / (b) based on the results of the scoping referred to in point (a), carry out a further assessment of their own operations, those of their subsidiaries and, where related to their chains of activities, those of their direct business partners, in the areas where adverse impacts were identified to be most likely to occur and most severe.’;

Added:Article 4 – paragraph 1 – point 3 – point a (new), Article 4 – paragraph 1: (a) paragraph 1 is replaced by the following: / Without prejudice to Article 1(2) and (3), Member States shall not introduce, in their national law, provisions within the field covered by this Directive diverging from those laid down in Articles 6 to 16

Removed:Article 4 – paragraph 1 – point 4 – point b, Article 8 – paragraph 2a – subparagraph 1: Where a company has plausible information that is objective, factual and verifiable and that suggests that adverse impacts at the level of the operations of an indirect business partner have arisen or may arise, it shall carry out a further assessment. The company shall always carry out such an assessment where the indirect, rather than direct, nature of the relationship with the business partner is the result of an artificial arrangement that does not reflect economic reality but points to a circumvention of paragraph 2, point (b). Where the assessment confirms the likelihood or existence of the adverse impact, it is deemed to have been identified.

Added:Article 4 – paragraph 1 – point 3 – point b (new), Article 4 – paragraph 2: (b) paragraph 2 is deleted; / (deleted)

Removed:Article 4 – paragraph 1 – point 4 – point b, Article 8 – paragraph 2a – subparagraph 3: deleted

Added:Article 4 – paragraph 1 – point 3 a (new), Article 6 – paragraph 4: 3 a. in Article 6 the following paragraph 4 is added: / ‘4. When a company covered by this Directive acquires a company that was not in the scope of this Directive, the acquiring company has two years to integrate the processes of the purchased company into its own due diligence policy.’;

Added:Directive (EU)2024/1760

Added:Article 4 – paragraph 1 – point 4 – point a, Article 8 – paragraph 2: (a) paragraph 2 is replaced by the following: / ‘2. As part of the obligation set out in paragraph 1, and adopting a risk-based approach that takes into account relevant risk factors, including geographical and contextual risk factors, such as the level of law enforcement; sectoral, product or service risk factors, as well as business operation or business partners risk factors, such as whether the business partner is not a company covered by this Directive, companies shall take appropriate measures to: / (a) carry out a scoping, based on reasonably available information, to identify general areas across their own operations, those of their subsidiaries and, where related to their chains of activities, those of their business partners where adverse impacts are most likely to occur and to be most severe; / (b) based on the results of the scoping referred to in point (a), and where, on the basis of relevant and verifiable information, the company has grounds to believe that adverse impacts have arisen or may arise, carry out a further assessment only in the areas where adverse impacts were identified to be most likely to occur and to be most severe. Companies shall not be required to request any information from business partners, where no likely and severe risks were identified. Companies shall be able to prioritise assessing direct business partners, in line with severity and likelihood of the adverse impacts.’;

Changed:Article 4 – paragraph 1 – point 4 – point c,b, Article 8 – paragraph 4:2 (c)a: paragraphdeleted 4/ is(deleted) deleted;/ (deleted) / (deleted)

Changed:Article 4 – paragraph 1 – point 4 – point d,b a (new), Article 8 – paragraph 53: –(b subparagrapha) 1:paragraph (d)3 theis followingreplaced paragraphsby arethe added:following: / ‘5.‘3. Member States shall ensure that, for the purposes of the scoping provided for in paragraph 22, point (a), companies do not seek to obtain the information from their business partners but rely solely on information that is already reasonably available.available, including risk factors.’;

Changed:Article 4 – paragraph 1 – point 4 – point d,c, Article 8 – paragraph 5 – subparagraph 2:4: 5a.‘4. Member States shall ensure that, for the purposes of the further assessment provided for in paragraph 2, point (b), of this Article companies do not seek to obtain information from direct business partnerspartners, withunless fewerthis thanis 3000necessary. employeesWhere thatthe exceedsbusiness thepartner informationhas specifiedfewer inthan the5000 standardsemployees, forcompanies voluntarymay useseek referredsuch toinformation inonly Articleas 29caa oflast Directiveresort, 2013/34/EU.and Thatif shallit applycannot mutatisreasonably mutandis,be whereobtained relevant,by inother themeans, casesin providedparticular forfrom inexisting paragraphor 2asecondary ofsources. thisIn Article.any /case, Byany wayrequest ofshall derogationbe fromtargeted, thereasonable firstand sub-paragraph,proportionate. where/ additionalWhere information is necessary for the further assessment provided for in paragraph 2, point (b), and where relevant in paragraph 2a, in light of indications of likely adverse impacts or because the standards do not cover relevant impacts, and where such additional information cannot(b) reasonablycan be obtained by other means, mainly from existing ordifferent secondarybusiness sources,partners, the company mayshall seek such information from that business partner and,information, where reasonable, directly from the business partner or partners where the adverse impacts are most likely to occur. Information may be sought individually or collaboratively.’;

Changed:Article 4 – paragraph 1 – point 4 a– (new),point d, Article 9:8 (4a)– Articleparagraph 95: is‘5. replacedMember byStates theshall following:ensure /that, ‘Articlefor 9the Prioritisationpurposes of identified actualidentifying and potentialassessing the adverse impacts /referred 1.to Memberin Statesparagraph shall1 ensurebased that,on, where itappropriate, isquantitative notand feasiblequalitative forinformation, companies toare prevent,entitled mitigate,to bringmake touse anof endappropriate orresources, minimiseincluding allindependent adversereports, impactsdigital identifiedsolutions, pursuantindustry toor Articlemulti-stakeholders 8,initiatives, companiescollaboration areand ableinformation togathered prioritisethrough the mostnotification severemechanism and mostthe likelycomplaints adverseprocedure impactsprovided for in orderArticle 14. / Where, despite having taken appropriate measures to fulfilidentify theadverse obligationsimpacts, laidcompanies downdo innot Articlehave 10all orthe 11.’necessary /information (deleted)regarding /their 2.chains Whereof prioritisationactivities, decisionsthey areshall madebe inable accordanceto withreasonably thisexplain Article,why Membersuch Statesinformation shallcannot ensurebe thatobtained. companiesIf, areas nota penalisedresult, underthey Articlecould 25not ortake 27appropriate formeasures anyto harmprevent, stemmingmitigate, frombring anyto lessan significantend or minimise the adverse impactsimpact, thatthey haveshall not yet beenbe addressed.’;penalised.’;

Added:Article 4 – paragraph 1 – point 4 a (new), Article 9: 4 a. Article 9 is replaced by the following : / 1. Member States shall ensure that, where it is not feasible for companies to prevent, mitigate, bring to an end or minimise all adverse impacts identified pursuant to Article 8, companies may prioritise the most severe and most likely adverse impacts in order to fulfil the obligations laid down in Article 10 or 11. / 2. Once the most severe and most likely adverse impacts are addressed in accordance with Article 10 or 11 within a reasonable time, the company shall address less severe and less likely adverse impacts. / 3. Where prioritisation decisions are made in accordance with this Article, Member States shall ensure that companies are not penalised under Article 25 or 27 for any harm stemming from any less significant adverse impacts that have not yet been addressed.’;

Added:Directive (EU) 2024/1760

Added:Article 4 – paragraph 1 – point 5, Article 10 – paragraph 6 – subparagraph 1 – point c: (c) use or increase its leverage, where possible, through the temporary suspension of the business relationship with respect to the activities concerned.

Added:Directive (EU) 2024/1760

Changed:Article 4 – paragraph 1 – point 5, Article 10 – paragraph 6 – subparagraph 3: Prior to temporarily suspending a business relationship, the company shall assess in consultation with relevant stakeholders, whether suchno available alternative to that business relationship, that provides a raw material, product or service essential to the company’s production of goods or provision of services, exists and the suspension would cause substantial prejudice to the company or whether the adverse impacts from doing so can be reasonably expected to be manifestly more severe than the adverse impact that could not be prevented or adequately mitigated. Should that be the case, the company shall not be required to suspend the business relationship and shall be in a position to report to the competent supervisory authority about the duly justified reasons for such decision.

Removed:Article 4 – paragraph 1 – point 6, Article 11 – paragraph 7 – subparagraph 1 – introductory part: ‘7. As regards actual adverse impacts as referred to in paragraph 1 that could not be brought to an end or the extent of which could not be minimised by the measures set out in paragraphs 3, 5 and 6, the company shall, as a last resort:’

Added:Article 4 – paragraph 1 – point 5, Article 10 – paragraph 6 – subparagraph 4: Member States shall provide for an option to suspend or terminate the business relationship in contracts governed by their laws, except for contracts where the parties are obliged by law to enter into them.

Added:Article 4 – paragraph 1 – point 6, Article 11 – paragraph 7 – subparagraph 1 – introductory part: ‘7. As regards actual adverse impacts as referred to in paragraph 1 that could not be brought to an end or the extent of which could not be minimised by the measures set out in paragraphs 3, 5 and 6, the company shall, as a last resort:

Added:Directive (EU) 2024/1760

Added:Article 4 – paragraph 1 – point 6, Article 11 – paragraph 7 – subparagraph 1 – point c: (c) use or increase its leverage, where possible, through the temporary suspension of the business relationship with respect to the activities concerned.

Added:Directive (EU) 2024/1760

Changed:Article 4 – paragraph 1 – point 6, Article 11 – paragraph 7 – subparagraph 3: Prior to temporarily suspending a business relationship, the company shall assessassess, in consultation with relevant stakeholders, whether suchno available alternative to that business relationship, that provides a raw material, product or service essential to the company’s production of goods or provision of services, exists and the suspension would cause substantial prejudice to the companycompany, or whether the adverse impacts from doing so can be reasonably expected to be manifestly more severe than the adverse impact that could not be brought to an end or the extent of which could not be adequately minimised. Should that be the case, the company shall not be required to suspend the business relationship and shall be in a position to report to the competent supervisory authority about the duly justified reasons for such decision.

Changed:Article 4 – paragraph 1 – point 6, Article 11 – paragraph 7 – subparagraph 6:4: WhereMember theStates companyshall decidesprovide notfor an option to suspend or terminate the business relationship pursuant to this Article,in itcontracts shallgoverned monitorby thetheir actuallaws, adverseexcept impactfor andcontracts periodicallywhere assessthe itsparties decisionare andobliged whetherby furtherlaw appropriateto measuresenter areinto available.them.

Removed:Article 4 – paragraph 1 – point 8 a (new), Article 19 – paragraph 2 – point b: (8a) in Article 19(2), point (b) is deleted;

Added:Article 4 – paragraph 1 – point 6, Article 11 – paragraph 7 – subparagraph 6: Where the company decides not to suspend the business relationship pursuant to this Article, it shall monitor the actual adverse impact and periodically assess its decision and whether further appropriate measures are available.’;

Removed:Article 4 – paragraph 1 – point 9 a (new), Article 22: (9a) Article 22 is deleted;

Added:Article 4 – paragraph 1 – point 8, Article 15 – second sentence: ‘Such assessments shall be based, where appropriate, on qualitative and quantitative indicators and be carried out without undue delay after a significant change occurs, but at least every 4 years and whenever there are reasonable grounds to believe that the measures are no longer adequate or effective or that new risks of the occurrence of those adverse impacts may arise.’;

Removed:Directive (EU)2024/1760

Removed:Article 4 – paragraph 1 – point 10, Article 22 – paragraph 1 – subparagraph 1: deleted / (deleted)

Removed:Article 4 – paragraph 1 – point 10 a (new), Article 24 – paragraph 1: (10a) in Article 24, paragraph 1 is replaced by the following: / ‘1. Each Member State shall designate one or more supervisory authorities to supervise compliance with the obligations laid down in the provisions of national law adopted pursuant to Articles 7 to 16.’;

Added:Article 4 – paragraph 1 – point 9, Article 19 – paragraph 3: ‘3. The guidelines referred to in paragraph 2, point (a), (b) and (d) to (g) shall be made available by 26 July 2026.’;

Removed:Article 4 – paragraph 1 – point 10 b (new), Article 25 – paragraph 1: (10b) in Article 25, paragraph 1 is replaced by the following: / ‘1. Member States shall ensure that the supervisory authorities have adequate powers and resources to carry out the tasks assigned to them under this Directive, including the power to require companies to provide information and carry out investigations related to compliance with the obligations set out in Articles 7 to 16.’;

Added:Article 4 – paragraph 1 – point 10 – introductory part, Article 22: (10) Article 22 is amended as follows:

Removed:Article 4 – paragraph 1 – point 10 c (new), Article 27 – paragraph 2 – point d: (10c) in Article 27(2), point (d) is deleted;

Added:Article 4 – paragraph 1 – point 10 – point a (new), Article 22 – paragraph 1: (a) paragraph 1 is amended as follows: / ‘1. Member States shall ensure that companies referred to in Article 2(1), points (a), (b) and (c), and Article 2(2), points (a), (b) and (c), adopt a transition plan for climate change mitigation, which aims to ensure, through reasonable efforts, that the business model and strategy of the company are compatible with the transition to a sustainable economy and with the limiting of global warming in line with the Paris Agreement and the objective of achieving climate neutrality as established in Regulation (EU) 2021/1119, and where relevant, the exposure of the company to coal-, oil- and gas-related activities.’;

Removed:Article 4 – paragraph 1 – point 13 a (new), Article 36 – paragraph 2 – point e: (13a) in Article 36(2), point (e) is deleted.

Added:Article 4 – paragraph 1 – point 10 – point b (new), Article 22 – paragraph 1 – subparagraph 1 a (new): (b) The following subparagraph is inserted after the first subparagraph: / ‘Reasonable efforts in the context of this Article shall be understood as taking proportionate and reasonable actions aiming to ensure compatibility with the transition to a sustainable economy in line with the Paris Agreement, without having to exhaust all possible means at their disposal. Member States shall ensure that the obligation laid down in this Article is an obligation of means, not an obligation of results.’;

Removed:Article 4 a (new): Article 4a / Digital solutions / 1. The Commission shall establish a dedicated digital reporting portal serving as a one-stop-shop for companies. The portal shall provide free access to all templates and information relating to all reporting requirements imposed on companies in Union law, tailored to a company’s size, sector, products and services, and risk exposure. It shall also provide access to information on funding and tendering opportunities to help companies implement, comply with and benefit from their due diligence obligations. / For the purposes of the first subparagraph, the Commission shall ensure that the relevant data platforms providing information to companies and data users are interoperable and that data can be transmitted, exchanged and analysed in a technically seamless manner. / 2. The Commission shall submit a report to the European Parliament and the Council by ... [24 months after the entry into force of this Directive] on the need to provide for technological solutions, including the use of trustworthy artificial intelligence in accordance with Regulation (EU) 2024/1689.

Added:Directive (EU) 2024/1760

Added:Article 4 – paragraph 1 – point 10 – point c (new), Article 22 – paragraph 1 – subparagraph 3: (c) the second subparagraph is replaced by the following: / ‘The design of the transition plan for climate change mitigation referred to in the first subparagraph shall contain: / (a) objectives related to climate change for 2030 and in five-year steps up to climate neutrality in 2050 based on conclusive scientific evidence and, where appropriate, absolute emission reduction targets for greenhouse gas for scope 1, scope 2 and scope 3 greenhouse gas emissions for each significant category; / (b) a description of key decarbonisation levers identified and outlining actions towards the objectives referred to in point (a); / (c) a brief description of the investments and funding supporting the implementation of the transition plan for climate change mitigation.’; / (deleted)

Added:Directive (EU) 2024/1760

Added:Article 4 – paragraph 1 – point 10 – point d (new), Article 22 – paragraph 3: (d) paragraph 3 is amended as follows: / ‘3. Member State shall ensure that the transition plan for climate change mitigation referred to in paragraph 1 is updated every 12 months, including a brief progress descrition.’;

Added:Directive (EU) 2024/1760

Added:Article 4 – paragraph 1 – point 10 a (new), Article 25 – paragraph 1: (10 a) in Article 25, paragraph 1 is replaced by the following: / ‘1. Member States shall ensure that the supervisory authorities have adequate powers and resources to carry out the tasks assigned to them under this Directive, including the power to require companies to provide information and carry out investigations related to compliance with the obligations set out in Articles 7 to 16. Member States shall require the supervisory authorities to supervise the adoption of the transition plan for climate change mitigation in accordance with the requirements provided for in Article 22(1). / In carrying out their supervisory function in respect of the adoption of the transition plan for climate change mitigation, the authorities shall take due account of, inter alia, the difficulties inherent in estimating future greenhouse gas emissions, the effectiveness and availability of certain climate change mitigation technologies, levers and actions over time and the overall complexity and evolving nature of climate transitioning. The authorities shall also, upon request, provide advice to companies regarding the adoption of transition plans for climate change mitigation.’;

Added:Directive (EU) 2024/1760

Added:Article 4 – paragraph 1 – point 11 – introductory part, Article 27 – paragraph 2: (11) Article 27 is amended as follows:

Added:Directive (EU) 2024/1760

Added:Article 4 – paragraph 1 – point 11 – point a (new), Article 27 – paragraph 2 – point d: (a) in paragraph 2, point (d) is deleted;

Added:Directive (EU) 2024/1760

Added:Article 4 – paragraph 1 – point 11 – point b (new), Article 27 – paragraph 4: (b) paragraph 4 is replaced by the following: / 4’. The Commission, in collaboration with Member States, shall issue guidance on the appropriate level of penalties, taking into account the turnover of companies, to assist supervisory authorities in determining the level of penalties in accordance with this Article. Member States shall ensure that the maximum limit of pecuniary penalties is set at 5% of the net worldwide turnover of the company or, in the case of companies referred to in Article 2(1), point (b) and Article 2(2), point (b), 5% of the net consolidated worldwide turnover calculated at the level of the ultimate parent company, in the financial year preceding that of the decision to impose the fine.’;

Added:Directive (EU) 2024/1760

Added:Article 4 – paragraph 1 – point 13 – introductory part, Article 36: (13) Article 36 is amended as follows:

Added:Directive (EU) 2024/1760

Added:Article 4 – paragraph 1 – point 13 – point a (new), Article 36 – paragraph 1: (a) paragraph 1 is deleted

Added:Directive (EU) 2024/1760

Added:Article 4 – paragraph 1 – point 13 – point b (new), Article 36 – paragraph 2 – point f: (b) in paragraph 2, point (f) is replaced by the following: / ‘(f) the effectiveness of the enforcement mechanisms put in place at national level, of the penalties and whether further rules on civil liability need to be provided for in this Directive;’;

Added:Article 4 a (new): Article4a / Digital solutions / 1. The Commission shall establish a dedicated digital reporting portal serving as a one-stop-shop for companies. The portal shall provide free access to all templates, guidelines and information relating to all reporting requirements imposed on companies in Union law, including voluntary tools, tailored to a company’s size, sector, products and services, and risk exposure. It shall also provide access to information on funding and tendering opportunities to help companies implement, comply with and benefit from their due diligence obligations. / For the purposes of the first subparagraph, the Commission shall ensure that the relevant data platforms providing information to companies and data users are interoperable and that data can be transmitted, exchanged and analysed in a technically seamless manner and complement the European Single Access Point. / 2. The Commission shall submit a report to the European Parliament and the Council by [24 months after the entry into force of this Directive] on the need to provide for technological solutions for the purposes of this Directive, including the use of trustworthy artificial intelligence in accordance with Regulation (EU) 2024/1689.

Changed:Article 1 – paragraph 1 – point 1, Article 26a – paragraph 3 – subparagraph 2–2 – introductory part:wording: The Commission shall adopt the assurance standards referred to in the first subparagraph after having obtained an opinion from EFRAG while ensuring that the standards: