Transposition of CSRD simplified

On November 15, 2024, the Spanish Parliament presented the Transposition Law on Corporate Information on Sustainability, which marks the transposition of the CSRD in Spain.

Don't worry, because we have taken care of reading it for you. In this post we summarize everything you need to know.

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1. Main modifications of the transposition

Article 1: amendments to the Commercial Code

Large companies, listed SMEs and subsidiaries of foreign companies with significant operations in the EU are required to report. The latter are those with net revenues of more than €150M in the EU for two consecutive financial years or a subsidiary or branch generating more than €40M in the region.

The reports should include the business model, sustainability objectives, risks, environmental and social impacts and the value chain. All of these should be integrated into the management report.

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‍Article 2: amendments to the Capital Companies Act

It regulates how to incorporate the sustainability report in the annual accounts. It also defines the role of verifiers, who will ensure that the information complies with the standards.

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Article 3: amendments to the Audit Act

Finally, the Account Auditing Law details the technical and ethical requirements (for example, the independence of the auditor).

All this will be supervised by the ICAC (Instituto de Contabilidad y Auditoría de Cuentas), in order to maintain quality control.

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‍4. Additional provisions

Additional provisions are the sections within a law or regulation that include clarifications or specifications. We explain you the three that are included in the transposition.

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4.1 Specific obligations for credit institutions and insurance companies

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They are obliged to report information on sustainability that applies to large companies. However, certain exceptions are also introduced:

• Small credit institutions and captive insurers can avail themselves of the simplified sustainability standards for SMEs.
• Credit institutions affiliated with central agencies and insurers of larger financial groups will not report individually. Their information will be included in the consolidated group report.

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4.2 Requirements for subsidiaries and branches of third-country companies

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Both of these cases must comply with sustainability obligations:
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• Subsidiaries: if the parent company meets certain thresholds (such as more than €150M of revenues in the EU), the subsidiary must submit a sustainability report following European standards.
• Branches: If they generate more than €40M of revenues in the EU and have no other local subsidiaries, they are also required to report.

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4.3 Application of double materiality in the reports.

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It will be the central focus of the reports. It requires companies to assess their environmental impact on the planet and the impact of the planet for their company.

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If you want to learn more about dual materiality you can read more here.

Key takeaways from spanish transposition of CSRD

• More companies will be required to report.
• Double materiality: you will be required to report both the company's impact on the environment and the environment's impact on your business. 
• Mandatory verification: someone, registered with the ICAC, will check that everything you present is true and complies with regulations.
• Fines and personal liability.

👉 Request a summary document on the transposition of the law.