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TheCorporateCounsel

TheCorporateCounsel.net

A basis for research and practical guidance focusing on federal securities laws, compliance & corporate governance.

DealLawyers

DealLawyers.com

An educational service that provides practical guidance on legal issues involving public and private mergers & acquisitions, joint ventures, private equity – and much more.

CompensationStandards

CompensationStandards.com

The “one stop” resource for information about responsible executive compensation practices & disclosure.

Section16.net

Section16.net

Widely recognized as the premier online research platform providing practical guidance on issues involving Section 16 of the Securities Exchange Act of 1934 and all of its related rules.

PracticalESG

PracticalESG.com

Keeping you in-the-know on environmental, social and governance developments

Yesterday, I wrote about the EU Parliament and Council’s new political deal on the Omnibus simplification package. That blog focused on how the deal affects the Corporate Sustainability Reporting Directive (CSRD). However, another major piece of EU sustainability legislation is also impacted. The Corporate Sustainability Due Diligence Directive (CSDDD) faces a number of amendments under the deal. A memo from Linklaters summarizes the high-level changes:

  • “EU companies would fall within scope if they have more than 5,000
    employees and an annual net turnover of more than EUR 1.5 billion.
  • Non‑EU companies would fall within scope if they have a net turnover in the
    EU of more than EUR 1.5 billion.
  • The requirement in the CSDDD to produce a climate transition plan has been
    removed entirely. However, the requirement under the CSRD to disclose a transition plan, if the company has one, remains.
  • In relation to Article 8 of the CSDDD on supply chain due diligence, Mr
    Warborn said during the press conference that the agreement is a compromise between the two different positions the co‑legislators had at the start of the trilogues. The final agreement provides that companies can focus on the areas of their chains of activities where actual and potential adverse impacts are most likely to occur. Where a company has identified adverse impacts that are equally likely or equally severe in several areas, it is given the ability to prioritise assessing adverse impacts that involve direct business partners. Companies are expected to base their efforts on reasonably available information and should refrain from requiring unnecessary information from companies that are not within the scope of the CSDDD.
  • Provisions in the current CSDDD on harmonised (EU-wide) civil liability are
    removed. The civil liability would be defined by the national law of each
    Member State. Fines cannot exceed 3 per cent of net worldwide turnover.
  • The deadline for transposition of the CSDDD has been postponed by one year
    to 26 July 2028, with companies required to comply with the new measures
    by July 2029.
  • The provisional agreement introduces a review clause concerning a possible
    extension of the scope for both the CSRD and the CSDDD.”

Like the CSRD, the non-EU “extraterritorial” requirements remain intact. However, the scope of companies subject to these provisions is significantly narrowed. Overall, it appears that the CSDDD faced heavier cuts than the CSRD. This is in line with what we’ve been expecting since the announcement of the Omnibus reforms. As the political deal moves forward, we’ll see if any of these amendments evolve.

Our members can learn more about CSDDD here.

Interested in a membership with access to the complete range of benefits and resources? Sign up now and take advantage of our no-risk “100-Day Promise” – during the first 100 days as an activated member, you may cancel for any reason and receive a full refund. But it will probably pay for itself before then. Members also save hours of research and reading time each week by using our filtered and curated library of ESG/sustainability resources covering over 100 sustainability subject areas – updated daily with practical and credible information compiled without the use of AI.

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The Editor

Zachary Barlow is a licensed attorney. He earned his JD from the University of Mississippi and has a bachelor’s in Public Policy Leadership. He practiced law at a mid-size firm and handled a wide variety of cases. During this time he assisted in overseeing compliance of a public entity and litigated contract disputes, gaining experience both in and outside of the courtroom. Zachary currently assists the PracticalESG.com editorial team by providing research and creating content on a spectrum of ESG… View Profile