(Finance) – CONSOB ha submitted to the market some proposals for amendments to the Issuers’ Regulationin implementation of the regulatory delegations contained in the legislative decree of 6 September 2024, n. 125, with which the Government implemented Directive 2022/2464/EU of the European Parliament and of the Council on corporate sustainability reporting (CSRD) into national law.
The Decree dictated a specific regulation of the sustainability reporting obligationsinnovating the previous national regulatory framework on non-financial declaration, and has attributed to CONSOB some regulatory delegations in relation to specific aspects of the discipline.
The regulatory intervention which is the subject of the consultation has, therefore, the objective of align the Institute’s secondary legislation with the changed regulatory framework European and national on sustainability reporting.
Firstly, it is proposed to introduce a new article 89-quinquies in the Issuers’ Regulation, in order to introduce the new regulations on the methods and terms of CONSOB control over reporting of sustainability included in its supervisory perimeter, as they are published by listed issuers with Italy as their member state of origin. In line with ESMA’s indications, this new article provides that the control is carried out on a sample basis, establishing that the number of subjects to be included in the supervisory sample is, in any case, not less than 10% of the subjects who abstractly fall within the perimeter of CONSOB supervision.
With particular regard to csample selection criteriain the provision put out for consultation it is envisaged that at least 50% of the subjects to be included in the supervisory sample must be selected through the application of risk parameters, determined annually with a specific resolution of the Institute on the basis of some general criteria already defined at a regulatory level in the rule proposed here. Furthermore, a sample quota must be determined taking into account random selection models, as well as the need to ensure adequate rotation of the subjects subjected to control.
Secondly, it is proposed to integrate article 81-ter, paragraph 1, of the RE – which already regulates the certification relating to the financial statements, the consolidated financial statements and the condensed half-yearly financial statements – in order to clarify that the certification of the sustainability reporting must be provided by the manager according to the specific template no. 3, which will be added to Annex 3C-ter of the Issuers’ Regulation. This proposed amendment is aimed at providing practical indications on the model that the manager in charge for the preparation of the company’s accounting documents, or a different manager possibly appointed by the company, will have to use to provide certification on the compliance of sustainability reporting, within the terms strictly established by primary legislation and without the introduction of innovative elements.
The observations the consultation document must be received by January 13, 2025.