CSRD: Information on the sustainability of groups of businesses

Verified 01 January 2025 - Directorate for Legal and Administrative Information (Prime Minister)

The large groups of businesses be required to include in a separate section of their sustainability information or publish a durability state based on a phased-in entry-into-force schedule that starts in FY2024. The purpose of this information is to describe the company’s impact on the environment and business, as well as how sustainability issues (environmental, social and governance) affect the company.

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Any business of a large group concerned by the publication of sustainability information for that group may also be obliged to publish sustainability information for its own activities. Factsheets dedicated to the information obligations regarding the sustainability of small and medium-sized companies (SMEs) (1re reporting from 2027) and large companies (1re declaration from 2025) are also available. Subsidiaries subject to disclosure requirements whose information is included in the group’s sustainability statement shall be exempted from individual disclosure if their securities are not admitted to trading on a regulated market.

Consolidating French of a large group

Affected groups

Thresholds

Groups of businesses that are large groups and whose consolidating business has a head office in France must include sustainability information within a separate section of their report on the management of the group. The large groups are those which, at the end of the financial year, at least 2 of the 3 criteria for 2 consecutive fiscal years:

  • Average number of employees employees in the fiscal year greater than 250
  • Balance Sheet greater than EUR 30 million
  • Turnover greater than EUR 60 million

This information provides insight into the company’s environmental and business impacts, as well as how sustainability issues affect the evolution of its business, bottom line and situation. Sustainability issues include environmental, social and corporate governance issues.

Affected Consolidating business Shapes

The following business shapes the obligation to publish sustainability information may affect:

The general partnerships (SNC) and limited partnerships (CBS) are also affected by the obligation to publish sustainability information if all shares are held by persons of one of the following types or by businesses of foreigner law of a comparable legal form:

  • Public limited company (SA)
  • Limited Partnership (SCA)
  • Limited Liability Company (LLC)
  • Simplified share business (SAS).

The obligation to publish sustainability information also applies to :

  • Credit institutions
  • State-controlled insurance companies
  • Supplementary occupational pension fund
  • insurance group businesses, mixed insurance group businesses
  • Mutual societies and unions, mutual societies and supplementary occupational retirement unions, group mutual unions
  • Provident institutions and their unions, supplementary occupational retirement provision institutions, social protection insurance group businesses
  • Agricultural cooperatives and their unions
  • Non-agricultural cooperatives
  • Issuers on a regulated EU marketEEE subject to the publication of an annual financial report.

FYI  

The obligation to publish sustainability information shall not apply to UCITS: titleContent approved.

Exemptions

Where the group is included in the consolidated sustainability information of another consolidating business that exercises control over the companies of that group, the included group may be exempt publish sustainability information.

This applies to all unquoted consolidating businesses, unless one or more shareholders or members of the controlled company representing at least 10% of its social capital oppose it.

This also applies to other businesses. Some elements may be different if the group consolidating business has or does not have a registered office in a Member State of theEU (EU) or theEuropean Economic Area (EEA), including in France.

The Consolidating business of the Group:

Répondez aux questions successives et les réponses s’afficheront automatiquement

Has a registered office in the EU or EEA

If the group consolidating business, which controls the business dispensed, has a registered office in a Member State of theEU or theEEE, the report on the group management of that consolidating business, covering the group of the business dispensed, shall be drawn up and published in accordance with the legislation of that State.

This also applies to groups whose consolidating business has a head office in France. In this case, the report on the management of the group of this consolidating business shall be drawn up and published in accordance with French legislation.

Does not have a registered office in the EU or EEA

If the group consolidating business, which controls the business dispensed, has no registered office in a Member State of theEU or theEEE, one durability state of that consolidating business, relating to the group of the business dispensed, must be established.

The report on the management of the group of the business dispensed shall indicate the existence of this dispensation and shall mention:

  • The name and registered office of the consolidating business
  • The link to the website on which the group management report or the consolidated sustainability status of the consolidating business and the certification report is made available, as appropriate.

Warning  

Where the group management report or the consolidated sustainability status, as applicable, of the consolidating business does not include the mandatory sustainability information for the group of the business provided, that information shall be included in the group management report of the business provided.

Publication of this information will be mandatory from financial year 2025 (1re publication in 2026) for Unquoted consolidating or combining businesses of large groups responding to at least 2 of the following 3 criteria :

  • Average number of employees employed in the year above 250
  • Balance Sheet Exceeding €30 000 000
  • Turnover above €60 000 000

The publication of consolidated sustainability information is mandatory from financial year 2024 (1re publication in 2025) for financial institutions which are the consolidating or combining business of a large group corresponding to all of the following criteria during 2 consecutive fiscal years:

  • Average number of employees employed in the year above 500
  • Balance Sheet Exceeding €30 000 000 and/or turnover above €60 000 000
  • The financial institutions concerned are:
    • Credit institution
    • State-controlled insurance company
    • Mutual or mutual societies
    • Provident institution or union of provident institutions.

Please note

Publication of sustainability information from the financial year 2024 does not apply groups whose consolidating business is one of the following:

  • mutual insurance group businesses
  • Group mutual unions
  • Social protection insurance group businesses
  • Agricultural cooperatives and unions of agricultural cooperatives

These groups will be subject to the obligation from the financial year 2025.

General

Sustainability information should be submitted in accordance with the Sustainability Information Standards (ESRS) adopted by the European Commission.

Large groups must apply the 12 ESRS to any sector.

TheAccounting Standards Authority (AA) has published a educational guide for companies popularizing all ESRS across all sectors:

Deploying ESRS: A piloting tool for transition

Accounting Standards Authority (AA)

Pour en savoir plus

Large groups must complete the information required in these 12 ESRS by information specific to their company to address material sustainability issues not covered (or not sufficiently covered) by ESRS, if identified. This specific information (governance, strategy, policies, action plans, targets or indicators) is not standardized, but must meet the criteria set out in ESRS 1 Annex B (qualitative characteristics). The information shall be relevant, accurately represented, comparable, verifiable and understandable.

When the Sectoral ESRS will be available as delegated regulations, groups will be required to progressively implement sector-specific standards for their industry from FY 2027. Pending industry standards, entity-specific information will help address material industry challenges.

Ultimately, large groups will:

  • Apply the 12 ESRS to any sector
  • Apply applicable industry standards according to their industry
  • Complement their reporting with relevant specific information.

FYI  

The section dedicated to sustainability information should contain a process description implemented in order to determine the information included.

Information on imminent developments or cases under negotiation may be absent from the report in exceptional cases under the following 2 conditions:

  • Their publication would seriously harm the commercial position of the business, the reasoned opinion of the board, the executive board or the manager
  • A fair and balanced understanding of the development of the Group's businesses' affairs, their performance, their situation and the impact of their activities.

Where the impacts or risks associated with the sustainability challenges of one or more of the companies in the group differ significantly from those of the other companies in the group, adequate information to understand those impacts and risks shall be presented.

In addition, the section of the group's management report incorporating sustainability information shall also contain the list of group businesses that are dispensed publish sustainability information on an individual or group basis.

FYI  

The CSR Portal provides a free tool that assists the company in the analysis of dual materiality, the collection of company data and the writing of the sustainability status:

Produce sustainability report via CSR Portal

By way of derogation, if the necessary information concerning its value chain are not all available, the group's Consolidating business explains the efforts made to obtain them, the reasons why they were not all obtained and the actions it envisages to obtain them in the future. This derogation shall apply to the first 3 financial years for which the business includes sustainability information in the management report.

Overview of ESRS in all sectors

Typology of standards

The 12 ESRS standards for all sectors are presented in 4 sections. The standards are distinguished:

  • Transverse
  • Environmental
  • Social
  • Governance.
Cross-cutting standards

The cross-cutting standards are:

  • ESRS 1: General principles
  • ESRS 2: General information.
Environmental standards

Environmental standards are:

  • ESRS E1: Climate change
  • ESRS E2: Pollution
  • ESRS E3: Water and marine resources
  • ESRS E4: Biodiversity and ecosystems
  • ESRS E5: Circular economy.
Social standards

Social norms are:

  • ESRS S1: company staff
  • ESRS S2: Value chain workers
  • ESRS S3: Affected Communities
  • ESRS S4: Consumers and end users.
Governance Standard

The governance standard included in any sector ESRS is ESRS G1: Business Conduct.

Please note

More details are available in a european regulation:

More about European Sustainability Information Standards (ESRS)

European Parliament

Pour en savoir plus

Format

Businesses preparing a management report (including sustainability information) should use the XHTML electronic language.

They will also have to mark up sustainability information prepared in accordance with the CSRD and the EU Environmental Taxonomy using the Single European Electronic Format (ESEF) and deposit it in a Single European Access Point (ESAP).

Consultation of the ESC

During mandatory consultations, businesses in France who are part of a group that is required to publish sustainability information must ask the Social and Economic Committee (ESC) sustainability information and how to obtain and verify it.

Sustainability information must be certified by a auditor or by a independent third party body (ITO)at the choice of the ordinary general meeting of the members.

External auditor
Designation

Apart from the cases of appointment provided for in the Statutes, the auditors shall be appointed by the ordinary general meeting members or by the competent body performing a similar function.

L'yearbook of auditors includes all auditors:

Who shall I contact

For the performance of the tasks of certifying the accounts and certifying sustainability information, the auditor shall be appointed for a six-year term. By way of derogation, the business may decide to limit the term of office to three financial years.

Its duties shall expire after the general meeting or the competent body which decides on the accounts for the last financial year of its mandate has deliberated.

Warning  

The proceedings of the ordinary general meeting shall be void in the absence of a regular appointment of auditors or on the report of auditors appointed or held in office improperly.

Where the auditor so appointed is a natural person or a single-person business, one or more alternate auditors shall be appointed under the same conditions. They may be called upon to replace the incumbents in the event of refusal, impeachment, resignation, appointment, delisting or death.

Where the auditor has, during the last two financial years, audited the operations of the business or the businesses it controls to make contributions or merge, the draft resolution designating the entity shall so state.

Summons

The auditors shall be summoned to all :

  • Meetings the management board or the executive board and the supervisory board, or the collegiate administrative or management body and the supervisory body which examine or adopt annual or interim accounts and which examine and adopt the report on the sustainability reporting
  • Assemblies shareholders or members or at all meetings of the competent body performing a similar function.
Opinion of the auditor

The auditors appointed to verify the sustainability information published by the company shall issue a notice of compliance with regulatory requirements relating to the publication of that information and to the following:

  • Compliance of sustainability information with European regulatory requirements, including sustainability information standards
  • Compliance with the standards of the process used by the entity to determine the information disclosed and, where the entity is subject to them, compliance with the duty to consult the Social and Economic Committee (ESC)
  • Sustainability Information Markup Compliance
  • Compliance with disclosure requirements for company transparency in non-financial reporting

This opinion shall be the subject of a certification report to the body responsible for deciding on the accounts.

Sanctions

The following infringements shall be punishable by 2 years imprisonment and €30,000 fine:

  • The fact that any head of a business who has an auditor may not call him to any general meeting
  • The failure of any director of a business to have its sustainability information certified to appoint an auditor or an independent third party body (ITO).

The following infringements shall be punishable by 5 years imprisonment and €75,000 fine:

  • Obstructing the audits or controls of the auditors or experts responsible for reporting on one or more management operations by any officer of a business having an auditor or any other person of that business
  • The refusal of any business executive with an external auditor or any other person of that business to provide external auditors or experts with any documents relevant to the performance of their duties, including, in particular, any contracts, books, records and minutes of meetings, on the spot.
Independent Third Party Organization (ITO)
Designation

Apart from cases of statutory appointment, independent third bodies (ITOs) are appointed by the ordinary general meeting members or by the competent body performing a similar function.

Where there is only one auditor of sustainability information in the ITO, at least one ITO or an alternate auditor shall be appointed under the same conditions. The incumbent will be called upon to replace the incumbent in the event of refusal, impeachment, resignation from office, removal from the list or death.

FYI  

The ITO appointed must be certified by the French Accreditation Committee (COFRAC).

The independent third party body shall be appointed for a six-year term. By way of derogation, the business may decide to limit the term of office to three financial years.

Opinion of the independent third party body

The independent third party body (ITO) designated to verify the sustainability information published by the company shall issue a opinions on compliance with the regulatory requirements relating to the publication of this information and on the following :

  • Compliance of sustainability information with European regulatory requirements, including sustainability information standards
  • Compliance with the standards of the process used by the entity to determine the information disclosed and, where the entity is subject to them, compliance with the duty to consult the Social and Economic Committee (ESC)
  • Sustainability Information Markup Compliance
  • Compliance with disclosure requirements for company transparency in non-financial reporting

This opinion shall be the subject of a certification report to the body deciding on the accounts.

Summons

Independent third-party bodies shall be convened at all meetings the Management Board or the Executive Board and the Supervisory Board.

They shall also be convened at the meetings of the collegiate administrative or management body and the supervisory body which examine or adopt annual or interim accounts and which examine and adopt the report on sustainability reporting.

Sanctions

The following infringements shall be punishable by 2 years imprisonment and €30,000 fine:

  • The failure of any head of a business who has appointed an independent third party body (ITO) not to convene it at any general meeting
  • The failure of any business executive to have its sustainability information certified to appoint an auditor or ITO.

The following infringements shall be punishable by 5 years imprisonment and €75,000 fine:

  • Obstructing audits or controls by auditors of sustainability information or their experts on the part of any manager of a business with an ITO or any other person of that business
  • The refusal by any business manager with an ITO or any other person in that business to provide auditors with sustainability information or their experts with on-the-spot access to all documents relevant to the performance of their tasks, including, in particular, any contracts, books, accounting documents and records of minutes.

To learn more about certification of sustainability information, a Frequently Asked Questions was published by the High Audit Authority:

Details on the conditions for the appointment of auditors or ITOs certifying sustainability information

High Audit Authority (H2A)

Pour en savoir plus

Filing of the formalities to be annexed to the SCN and the NNE at the ticket office

Businesses by shares (SA: titleContent, LOCK: titleContent, SCA: titleContent, etc.) and all other commercial businesses (excluding CNS: titleContent, SARL: titleContent) must file the management report at the companies' formalities desk and, where there is one, the report on the management of the group, to be forwarded to the registry of the commercial court and then annexed to the SCR: titleContent and the RNE: titleContent. They must do so within a period ofone month after the approval of the annual accounts or within 2 months of such approval where the application is made by electronic means.

Company Formalities Window

For CNS: titleContent of which all the indefinitely liable members are SARL: titleContent or SA: titleContent and for all SARL: titleContent, the business management report shall not necessarily be forwarded to the Registry but shall be made available to any person who so requests.

Please note

All information entered and documents annexed to the NNE, with the exception of accounting documents covered by a confidentiality statement, shall be made available to the public free of charge and in electronic form.

Transmission to the shareholders' meeting

General provisions

One or more shareholders or members representing at least 5% capital or voting rights may request that a draft resolution requiring an accredited business to prepare a report on certain sustainability information be placed on the agenda of the general meeting. This business may not be linked to the auditor or to the ITO appointed to certify the accounts or business sustainability information. This report shall be made available to the members of this Assembly.

share businesses

In the share businesses, as from the convening of the ordinary annual general meeting and at least during the 15-day period preceding the date of the meeting, the business shall send or make available to the shareholders the report certifying sustainability information. At the request of any shareholder, the business shall make such dispatch prior to the meeting and at its own expense. 

In the SA: titleContent, for an uninterrupted period beginning not later than 21 days before the meeting, listed businesses publish on the website the documents to be presented to the assembly. This concerns in particular the opinion of the auditor and sustainability information.

Other businesses

In the CNS: titleContent and SARL: titleContent, the management report, inventory and annual accounts drawn up by the managers are submitted to the shareholders' meeting for approval within six months of the end of a financial year, unless extended by a court decision.

The annual accounts, the annual report and, where there are any, the consolidated accounts and the report on the management of the group shall be held at the head office, available to the auditors at least one month before the meeting is convened.

To this end, those documents, together with the text of the resolutions proposed and, where such documents exist, the report of the auditors, the sustainability information certification report, the consolidated accounts and the report on the management of the group must be communicated to the members at least 15 days before the meeting of the assembly. Any deliberation taken in breach of this obligation may be canceled.

Any partner may put questions in writing which the manager is obliged to answer during the meeting.

Please note

In the SARL: titleContent, if the meeting of members has not been convened within six months of the end of a financial year, the public prosecutor's office or any interested person may refer the matter to the president of the court of first instance for interim measures. The Board may require the managers to convene such a meeting or appoint a representative to do so.

Who shall I contact

Transmission to the ESC

For the annual consultation of the Social and Economic Committee (ESC) on the economic and financial situation of the company, the employer shall make available the following documents:

  • Group management report containing sustainability information
  • Report of the auditors
  • Sustainability Information Certification Report

Transmission on request to any person

A copy of the group's management report shall be issued to any person, at his own expense, at the seat of the business on request. The costs of delivery may not exceed the cost of reproduction. The party concerned shall be informed, at the time of his application, of the total amount of the fees to be paid for which prior payment may be required.

Actions in the absence of communication of documents

Any person who has been unable to obtain the production, communication or transmission of sustainability information may to ask the president of the court Acting for interim measures:

  • Or to oblige under penalty payment the business competent for producing, communicating or transmitting the documents or information to be communicated
  • Or to appoint a representative to make such a communication.

Where the application is granted, the business complained against shall pay the periodic penalty payment and the costs of the proceedings.

Who shall I contact

EU/EEA consolidating a large group

The publication of sustainability information shall be carried out to the administration of the State in which the group's consolidating business has its registered office and in accordance with the regulations of that State.

Consolidating listed in France

Affected groups

Thresholds

Groups of businesses that are large groups and whose consolidating business has a head office in France must include sustainability information within a separate section of their report on the management of the group. The large groups are those which, at the end of the financial year, at least 2 of the 3 criteria for 2 consecutive fiscal years:

  • Average number of employees employees in the fiscal year greater than 250
  • Balance Sheet greater than EUR 30 million
  • Turnover greater than EUR 60 million

This information provides insight into the company’s environmental and business impacts, as well as how sustainability issues affect the evolution of its business, bottom line and situation. Sustainability issues include environmental, social and corporate governance issues.

Affected Consolidating business Shapes

The following business shapes the obligation to publish sustainability information may affect:

The general partnerships (SNC) and limited partnerships (CBS) are also affected by the obligation to publish sustainability information if all shares are held by persons of one of the following types or by businesses of foreigner law of a comparable legal form:

  • Public limited company (SA)
  • Limited Partnership (SCA)
  • Limited Liability Company (LLC)
  • Simplified share business (SAS).

The obligation to publish sustainability information also applies to :

  • Credit institutions
  • State-controlled insurance companies
  • Supplementary occupational pension fund
  • insurance group businesses, mixed insurance group businesses
  • Mutual societies and unions, mutual societies and supplementary occupational retirement unions, group mutual unions
  • Provident institutions and their unions, supplementary occupational retirement provision institutions, social protection insurance group businesses
  • Agricultural cooperatives and their unions
  • Non-agricultural cooperatives
  • Issuers on a regulated EU marketEEE subject to the publication of an annual financial report.

FYI  

The obligation to publish sustainability information shall not apply to UCITS: titleContent approved.

Exemptions

Where the group is included in the consolidated sustainability information of another consolidating business that exercises control over the companies of that group, the included group may be exempt publish sustainability information.

This applies to all unquoted consolidating businesses, unless one or more shareholders or members of the controlled company representing at least 10% of its social capital oppose it.

This also applies to other businesses. Some elements may be different if the group consolidating business has or does not have a registered office in a Member State of theEU (EU) or theEuropean Economic Area (EEA), including in France.

The Consolidating business of the Group:

Répondez aux questions successives et les réponses s’afficheront automatiquement

Has a registered office in the EU or EEA

If the group consolidating business, which controls the business dispensed, has a registered office in a Member State of theEU or theEEE, the report on the group management of that consolidating business, covering the group of the business dispensed, shall be drawn up and published in accordance with the legislation of that State.

This also applies to groups whose consolidating business has a head office in France. In this case, the report on the management of the group of this consolidating business shall be drawn up and published in accordance with French legislation.

Does not have a registered office in the EU or EEA

If the group consolidating business, which controls the business dispensed, has no registered office in a Member State of theEU or theEEE, one consolidated durability status of that consolidating business, relating to the group of the business dispensed, must be established.

The report on the management of the group of the business dispensed shall indicate the existence of this dispensation and shall mention:

  • The name and registered office of the consolidating business
  • The link to the website on which the group management report or the consolidated sustainability status of the consolidating business and the certification report is made available, as appropriate.

Warning  

Where the group management report or the consolidated sustainability status, as applicable, of the consolidating business does not include the mandatory sustainability information for the group of the business provided, that information shall be included in the group management report of the business provided.

Publication of sustainability information for large groups is mandatory from financial year 2024 (1re publication in 2025) for consolidating or combining businesses of a large group meeting all of the following criteria during 2 consecutive fiscal years:

  • Average number of employees employed in the year above 500
  • Balance Sheet Exceeding €30 000 000 and/or turnover above €60 000 000
  • Responding to at least one of the following conditions :
    • listed business: its securities are admitted to trading on a regulated market.
    • Credit institution
    • State-controlled insurance company
    • Mutual or mutual societies
    • provident society or union of provident societies

Publication of this information will be mandatory from financial year 2025 (1re publication in 2026) for consolidating or combining businesses of all other major groups meeting at least 2 of the following 3 criteria during 2 consecutive fiscal years:

  • Average number of employees employed in the year above 250
  • Balance Sheet Exceeding €30 000 000
  • Turnover above €60 000 000

Please note

Publication of sustainability information from the financial year 2024 does not apply groups whose consolidating business is one of the following:

  • mutual insurance group businesses
  • Group mutual unions
  • Social protection insurance group businesses
  • Agricultural cooperatives and unions of agricultural cooperatives

These groups will be subject to the obligation from the financial year 2025.

General

Sustainability information should be submitted in accordance with the Sustainability Information Standards (ESRS) adopted by the European Commission.

Large groups must apply the 12 ESRS to any sector.

TheAccounting Standards Authority (AA) has published a educational guide for companies popularizing all ESRS across all sectors:

Deploying ESRS: A piloting tool for transition

Accounting Standards Authority (AA)

Pour en savoir plus

Large groups must complete the information required in these 12 ESRS by information specific to their company to address material sustainability issues not covered (or not sufficiently covered) by ESRS, if identified. This specific information (governance, strategy, policies, action plans, targets or indicators) is not standardized, but must meet the criteria set out in ESRS 1 Annex B (qualitative characteristics). The information shall be relevant, accurately represented, comparable, verifiable and understandable.

When the Sectoral ESRS will be available as delegated regulations, groups will be required to progressively implement sector-specific standards for their industry from FY 2027. Pending industry standards, entity-specific information will help address material industry challenges.

Ultimately, large groups will:

  • Apply the 12 ESRS to any sector
  • Apply applicable industry standards according to their industry
  • Complement their reporting with relevant specific information.

FYI  

The section dedicated to sustainability information should contain a process description implemented in order to determine the information included.

Information on imminent developments or cases under negotiation may be absent from the report in exceptional cases under the following 2 conditions:

  • Their publication would seriously harm the commercial position of the business, the reasoned opinion of the board, the executive board or the manager
  • A fair and balanced understanding of the development of the Group's businesses' affairs, their performance, their situation and the impact of their activities.

Where the impacts or risks associated with the sustainability challenges of one or more of the companies in the group differ significantly from those of the other companies in the group, adequate information to understand those impacts and risks shall be presented.

In addition, the section of the group's management report incorporating sustainability information shall also contain the list of group businesses that are dispensed publish sustainability information on an individual or group basis.

FYI  

The CSR Portal provides a free tool that assists the company in the analysis of dual materiality, the collection of company data and the writing of the sustainability status:

Produce sustainability report via CSR Portal

By way of derogation, if the necessary information concerning its value chain are not all available, the group's Consolidating business explains the efforts made to obtain them, the reasons why they were not all obtained and the actions it envisages to obtain them in the future. This derogation shall apply to the first 3 financial years for which the business includes sustainability information in the management report.

Overview of ESRS in all sectors

Typology of standards

The 12 ESRS standards for all sectors are presented in 4 sections. The standards are distinguished:

  • Transverse
  • Environmental
  • Social
  • Governance.
Cross-cutting standards

The cross-cutting standards are:

  • ESRS 1: General principles
  • ESRS 2: General information.
Environmental standards

Environmental standards are:

  • ESRS E1: Climate change
  • ESRS E2: Pollution
  • ESRS E3: Water and marine resources
  • ESRS E4: Biodiversity and ecosystems
  • ESRS E5: Circular economy.
Social standards

Social norms are:

  • ESRS S1: company staff
  • ESRS S2: Value chain workers
  • ESRS S3: Affected Communities
  • ESRS S4: Consumers and end users.
Governance Standard

The governance standard included in any sector ESRS is ESRS G1: Business Conduct.

Please note

More details are available in a european regulation:

More about European Sustainability Information Standards (ESRS)

European Parliament

Pour en savoir plus

Format

Businesses preparing a management report (including sustainability information) should use the XHTML electronic language.

They will also have to mark up sustainability information prepared in accordance with the CSRD and the EU Environmental Taxonomy using the Single European Electronic Format (ESEF) and deposit it in a Single European Access Point (ESAP).

Consultation of the ESC

During mandatory consultations, businesses in France who are part of a group that is required to publish sustainability information must ask the Social and Economic Committee (ESC) sustainability information and how to obtain and verify it.

Sustainability information must be certified by a auditor or by a independent third party body (ITO)at the choice of the ordinary general meeting of the members.

External auditor
Designation

Apart from the cases of appointment provided for in the Statutes, the auditors shall be appointed by the ordinary general meeting members or by the competent body performing a similar function.

L'yearbook of auditors includes all auditors:

Who shall I contact

For the performance of the tasks of certifying the accounts and certifying sustainability information, the auditor shall be appointed for a six-year term. By way of derogation, the business may decide to limit the term of office to three financial years.

Its duties shall expire after the general meeting or the competent body which decides on the accounts for the last financial year of its mandate has deliberated.

Warning  

The proceedings of the ordinary general meeting shall be void in the absence of a regular appointment of auditors or on the report of auditors appointed or held in office improperly.

Where the auditor so appointed is a natural person or a single-person business, one or more alternate auditors shall be appointed under the same conditions. They may be called upon to replace the incumbents in the event of refusal, impeachment, resignation, appointment, delisting or death.

Where the auditor has, during the last two financial years, audited the operations of the business or the businesses it controls to make contributions or merge, the draft resolution designating the entity shall so state.

Summons

The auditors shall be summoned to all :

  • Meetings the management board or the executive board and the supervisory board, or the collegiate administrative or management body and the supervisory body which examine or adopt annual or interim accounts and which examine and adopt the report on the sustainability reporting
  • Assemblies shareholders or members or at all meetings of the competent body performing a similar function.
Opinion of the auditor

The auditors appointed to verify the sustainability information published by the company shall issue a notice of compliance with regulatory requirements relating to the publication of that information and to the following:

  • Compliance of sustainability information with European regulatory requirements, including sustainability information standards
  • Compliance with the standards of the process used by the entity to determine the information disclosed and, where the entity is subject to them, compliance with the duty to consult the Social and Economic Committee (ESC)
  • Sustainability Information Markup Compliance
  • Compliance with disclosure requirements for company transparency in non-financial reporting

This opinion shall be the subject of a certification report to the body responsible for deciding on the accounts.

Sanctions

The following infringements shall be punishable by 2 years imprisonment and €30,000 fine:

  • The fact that any head of a business who has an auditor may not call him to any general meeting
  • The failure of any director of a business to have its sustainability information certified to appoint an auditor or an independent third party body (ITO).

The following infringements shall be punishable by 5 years imprisonment and €75,000 fine:

  • Obstructing the audits or controls of the auditors or experts responsible for reporting on one or more management operations by any officer of a business having an auditor or any other person of that business
  • The refusal of any business executive with an external auditor or any other person of that business to provide external auditors or experts with any documents relevant to the performance of their duties, including, in particular, any contracts, books, records and minutes of meetings, on the spot.
Independent Third Party Organization (ITO)
Designation

Apart from cases of statutory appointment, independent third bodies (ITOs) are appointed by the ordinary general meeting members or by the competent body performing a similar function.

Where there is only one auditor of sustainability information in the ITO, at least one ITO or an alternate auditor shall be appointed under the same conditions. The incumbent will be called upon to replace the incumbent in the event of refusal, impeachment, resignation from office, removal from the list or death.

FYI  

The ITO appointed must be certified by the French Accreditation Committee (COFRAC).

The independent third party body shall be appointed for a six-year term. By way of derogation, the business may decide to limit the term of office to three financial years.

Opinion of the independent third party body

The independent third party body (ITO) designated to verify the sustainability information published by the company shall issue a opinions on compliance with the regulatory requirements relating to the publication of this information and on the following :

  • Compliance of sustainability information with European regulatory requirements, including sustainability information standards
  • Compliance with the standards of the process used by the entity to determine the information disclosed and, where the entity is subject to them, compliance with the duty to consult the Social and Economic Committee (ESC)
  • Sustainability Information Markup Compliance
  • Compliance with disclosure requirements for company transparency in non-financial reporting

This opinion shall be the subject of a certification report to the body deciding on the accounts.

Summons

Independent third-party bodies shall be convened at all meetings the Management Board or the Executive Board and the Supervisory Board.

They shall also be convened at the meetings of the collegiate administrative or management body and the supervisory body which examine or adopt annual or interim accounts and which examine and adopt the report on sustainability reporting.

Sanctions

The following infringements shall be punishable by 2 years imprisonment and €30,000 fine:

  • The failure of any head of a business who has appointed an independent third party body (ITO) not to convene it at any general meeting
  • The failure of any business executive to have its sustainability information certified to appoint an auditor or ITO.

The following infringements shall be punishable by 5 years imprisonment and €75,000 fine:

  • Obstructing audits or controls by auditors of sustainability information or their experts on the part of any manager of a business with an ITO or any other person of that business
  • The refusal by any business manager with an ITO or any other person in that business to provide auditors with sustainability information or their experts with on-the-spot access to all documents relevant to the performance of their tasks, including, in particular, any contracts, books, accounting documents and records of minutes.

To learn more about certification of sustainability information, a Frequently Asked Questions was published by the High Audit Authority:

Details on the conditions for the appointment of auditors or ITOs certifying sustainability information

High Audit Authority (H2A)

Pour en savoir plus

Deposit with the Autorité des marchés financiers

Businesses listed on a regulated market French publish and file with the Autorité des marchés financiers one annual financial report in the 4 months after the end of their financial year.

This annual financial report is available to the public for 10 years. It includes the following:

  • Annual accounts and, where applicable, the consolidated accounts
  • Management Report and the report on the management of the group
  • Report on company Government
  • Declaration by which the natural persons who are responsible for the annual financial report certify that, to the best of their knowledge, the elements which make up that report are drawn up in accordance with the rules in force
  • Report by the auditors or auditors of third States on the annual accounts and, if any, on the consolidated accounts
  • Sustainability information certification report.

Filing of the formalities to be annexed to the SCN and the NNE at the ticket office

Businesses by shares (SA: titleContent, SCA: titleContent, etc.) shall file the management report at the companies' formalities desk and, where there is one, the report on the management of the group, to be forwarded to the registry of the commercial court and then annexed to the SCR: titleContent and the RNE: titleContent. They must do so within a period ofone month after the approval of the annual accounts or within 2 months of such approval where the application is made by electronic means.

Company Formalities Window

Please note

All information entered and documents annexed to the NNE, with the exception of accounting documents covered by a confidentiality statement, shall be made available to the public free of charge and in electronic form.

Transmission to the shareholders' meeting

One or more shareholders or members representing at least 5% capital or voting rights may request that a draft resolution requiring an accredited business to prepare a report on certain sustainability information be placed on the agenda of the general meeting. This business may not be linked to the auditor or to the ITO appointed to certify the accounts or business sustainability information. This report shall be made available to the members of this Assembly.

In the share businesses, as from the convening of the ordinary annual general meeting and at least during the 15-day period preceding the date of the meeting, the business shall send or make available to the shareholders the report certifying sustainability information. At the request of any shareholder, the business shall make such dispatch prior to the meeting and at its own expense. 

In the SA: titleContent, for an uninterrupted period beginning not later than 21 days before the meeting, listed businesses publish on the website the documents to be presented to the assembly. This concerns in particular the opinion of the auditor and sustainability information.

Transmission to the ESC

For the annual consultation of the Social and Economic Committee (ESC) on the economic and financial situation of the company, the employer shall make available the following documents:

  • Group management report containing sustainability information
  • Report of the auditors
  • Sustainability Information Certification Report

Transmission on request to any person

A copy of the group's management report shall be issued to any person, at his own expense, at the seat of the business on request. The costs of delivery may not exceed the cost of reproduction. The party concerned shall be informed, at the time of his application, of the total amount of the fees to be paid for which prior payment may be required.

Actions in the absence of communication of documents

Any person who has been unable to obtain the production, communication or transmission of sustainability information may to ask the president of the court Acting for interim measures:

  • Or to oblige under penalty payment the business competent for producing, communicating or transmitting the documents or information to be communicated
  • Or to appoint a representative to make such a communication.

Where the application is granted, the business complained against shall pay the periodic penalty payment and the costs of the proceedings.

Who shall I contact

Unquoted consolidate in France

This applies to the following groups:

  • The consolidating business has no registered office in any Member StateEU (EU)or theEuropean Economic Area (EEA).
  • The consolidating business is not listed in France: its securities are not admitted to trading on a regulated market French.

Publication of sustainability information at group level is not mandatory.

Controlled by a large EU/EEA group

The consolidating business of the group shall be required to publish the report on the group's management and the group's sustainability information. Controlled business is not required.

The publication of sustainability information shall be carried out to the administration of the State in which the group's consolidating business has its registered office and in accordance with the regulations of that State.

Controlled by a large group of third States

Large companies

Some businesses may be required to publish a durability state containing information on sustainability. It's about businesses that meet different criteria. The business is:

  • Controlled by a consolidating business which does not have a registered office in a Member State of theEU (EU) or theEuropean Economic Area (EEA)
  • A large company which, at the year-end, corresponds to at least 2 of the 3 criteria for 2 consecutive fiscal years:
    • Average number of employees employees in the fiscal year greater than 250
    • Balance Sheet greater than €25 000 000
    • Turnover greater than €50 000 000.

This information provides insight into the company’s environmental and business impacts, as well as how sustainability issues affect the evolution of its business, bottom line and situation. Sustainability issues include environmental, social and corporate governance issues.

Branches in France with turnover over €40 million

Other businesses may be required to publish a durability state containing information on sustainability. It's about businesses that meet different criteria. The business:

  • Has a branch office in France whose net turnover exceeds, at the balance sheet date, €40 000 000
  • Is controlled by a consolidating business that meets all of the following conditions. This business:
    • Does not have a registered office in a Member State of theEU (EU) or theEuropean Economic Area (EEA).
    • Has a legal form comparable to share businesses (LOCK: titleContent, SA: titleContent, SCA: titleContent, etc.) and businesses with limited liability (SARL)
    • Recognizes a consolidated net turnover in the EEA that exceeds, at the balance sheet date of 2 consecutive financial years, €150 000 000
    • Not controlled by another business
    • Does not control a business in an EU or EEA Member State that is a SMB: titleContent quoted or a large company
    • Establishes consolidated accounts, in which assets, liabilities, own funds, income and expenses are presented as those of a single economic entity, of the largest set of companies.

The small and medium-sized companies are the companies that, at the end of the financial year, at least 2 of the 3 criteria for 2 consecutive fiscal years:

  • Average number of employees employees during the fiscal year between 10 and 250
  • Balance Sheet between €450,000 and €25 000 000
  • Turnover between €900,000 and €50 000 000.

The large companies are those which, at the end of the financial year, correspond to at least 2 of the 3 criteria for 2 consecutive fiscal years:

  • Average number of employees employees in the fiscal year greater than 250
  • Balance Sheet greater than €25 000 000
  • Turnover greater than €50 000 000.

This information provides insight into the company’s environmental and business impacts, as well as how sustainability issues affect the evolution of its business, bottom line and situation. Sustainability issues include environmental, social and corporate governance issues.

Other controlled businesses

By way of derogation, any business which is controlled by a business which has no registered office in a Member State of theEU (EU) or theEuropean Economic Area (EEA), can include consolidated sustainability information in a separate section of its annual report or, where there is one, of its report on the management of the group.

The consolidated sustainability information shall relate to the set of:

  • All businesses which are subject to the obligation to publish sustainability information and which are controlled by the business which does not have a registered office in an EU or EEA country
  • All businesses controlled by businesses subject to the obligation to publish sustainability information.

This possibility only applies where the business accounts for the largest net turnover or consolidated net turnover in the EEA at the end of one of the last five consecutive financial years of the businesses in the above-mentioned group.

Warning  

If they decide to publish the consolidated sustainability information, they must comply with the obligations laid down for the consolidating businesses of large French groups.

Publication of the durability status of branches of large groups with a consolidating business in a third country will be mandatory from financial year 2028 (1è publication in 2029).

Sustainability information should be submitted in accordance with the Sustainability Information Standards (ESRS) adopted by the European Commission.

FYI  

ESRS for non-European companies are under development. The European Commission shall draw on the work and technical advice of theEFRAG (European Financial Reporting Advisory Group) These draft standards shall be the subject of public consultations prior to transmission to the European Commission.

Information not available

Where the durability status or information is not available, the business' legal representative in France requests the information necessary for its business and establishes and publishes the sustainability status.

If the business does not provide all of this information, its legal representative in France shall establish the sustainability status and include in the sustainability status all the information in its possession, together with a statement that the business concerned has not made the required information available to it.

Where the business does not provide the durability status containing the opinion on the conformity of the information, its legal representative in France shall produce a declaration indicating this.

Format

Businesses preparing a management report (including sustainability information) or a sustainability status shall use the XHTML electronic language.

They will also have to mark up sustainability information prepared in accordance with the CSRD and the EU Environmental Taxonomy using the Single European Electronic Format (ESEF) and deposit it in a Single European Access Point (ESAP).

Consultation of the ESC

During mandatory consultations, businesses in France who are part of a group that is required to publish sustainability information must ask the Social and Economic Committee (ESC) sustainability information and how to obtain and verify it.

Sustainability information must be certified by a auditor or by a independent third party body (ITO)at the choice of the ordinary general meeting of the members.

External auditor
Designation

Apart from the cases of appointment provided for in the Statutes, the auditors shall be appointed by the ordinary general meeting members or by the competent body performing a similar function.

L'yearbook of auditors includes all auditors:

Who shall I contact

For the performance of the tasks of certifying the accounts and certifying sustainability information, the auditor shall be appointed for a six-year term. By way of derogation, the business may decide to limit the term of office to three financial years.

Its duties shall expire after the general meeting or the competent body which decides on the accounts for the last financial year of its mandate has deliberated.

Warning  

The proceedings of the ordinary general meeting shall be void in the absence of a regular appointment of auditors or on the report of auditors appointed or held in office improperly.

Where the auditor so appointed is a natural person or a single-person business, one or more alternate auditors shall be appointed under the same conditions. They may be called upon to replace the incumbents in the event of refusal, impeachment, resignation, appointment, delisting or death.

Where the auditor has, during the last two financial years, audited the operations of the business or the businesses it controls to make contributions or merge, the draft resolution designating the entity shall so state.

Summons

The auditors shall be summoned to all :

  • Meetings the management board or the executive board and the supervisory board, or the collegiate administrative or management body and the supervisory body which examine or adopt annual or interim accounts and which examine and adopt the report on the sustainability reporting
  • Assemblies shareholders or members or at all meetings of the competent body performing a similar function.
Opinion of the auditor

The auditors appointed to verify the sustainability information published by the company shall issue a notice of compliance with regulatory requirements relating to the publication of that information and to the following:

  • Compliance of sustainability information with European regulatory requirements, including sustainability information standards
  • Compliance with the standards of the process used by the entity to determine the information disclosed and, where the entity is subject to them, compliance with the duty to consult the Social and Economic Committee (ESC)
  • Sustainability Information Markup Compliance
  • Compliance with disclosure requirements for company transparency in non-financial reporting

This opinion shall be the subject of a certification report to the body responsible for deciding on the accounts.

Sanctions

The following infringements shall be punishable by 2 years imprisonment and €30,000 fine:

  • The fact that any head of a business who has an auditor may not call him to any general meeting
  • The failure of any director of a business to have its sustainability information certified to appoint an auditor or an independent third party body (ITO).

The following infringements shall be punishable by 5 years imprisonment and €75,000 fine:

  • Obstructing the audits or controls of the auditors or experts responsible for reporting on one or more management operations by any officer of a business having an auditor or any other person of that business
  • The refusal of any business executive with an external auditor or any other person of that business to provide external auditors or experts with any documents relevant to the performance of their duties, including, in particular, any contracts, books, records and minutes of meetings, on the spot.
Independent Third Party Organization (ITO)
Designation

Apart from cases of statutory appointment, independent third bodies (ITOs) are appointed by the ordinary general meeting members or by the competent body performing a similar function.

Where there is only one auditor of sustainability information in the ITO, at least one ITO or an alternate auditor shall be appointed under the same conditions. The incumbent will be called upon to replace the incumbent in the event of refusal, impeachment, resignation from office, removal from the list or death.

FYI  

The ITO appointed must be certified by the French Accreditation Committee (COFRAC).

The independent third party body shall be appointed for a six-year term. By way of derogation, the business may decide to limit the term of office to three financial years.

Opinion of the independent third party body

The independent third party body (ITO) designated to verify the sustainability information published by the company shall issue a opinions on compliance with the regulatory requirements relating to the publication of this information and on the following :

  • Compliance of sustainability information with European regulatory requirements, including sustainability information standards
  • Compliance with the standards of the process used by the entity to determine the information disclosed and, where the entity is subject to them, compliance with the duty to consult the Social and Economic Committee (ESC)
  • Sustainability Information Markup Compliance
  • Compliance with disclosure requirements for company transparency in non-financial reporting

This opinion shall be the subject of a certification report to the body deciding on the accounts.

Summons

Independent third-party bodies shall be convened at all meetings the Management Board or the Executive Board and the Supervisory Board.

They shall also be convened at the meetings of the collegiate administrative or management body and the supervisory body which examine or adopt annual or interim accounts and which examine and adopt the report on sustainability reporting.

Sanctions

The following infringements shall be punishable by 2 years imprisonment and €30,000 fine:

  • The failure of any head of a business who has appointed an independent third party body (ITO) not to convene it at any general meeting
  • The failure of any business executive to have its sustainability information certified to appoint an auditor or ITO.

The following infringements shall be punishable by 5 years imprisonment and €75,000 fine:

  • Obstructing audits or controls by auditors of sustainability information or their experts on the part of any manager of a business with an ITO or any other person of that business
  • The refusal by any business manager with an ITO or any other person in that business to provide auditors with sustainability information or their experts with on-the-spot access to all documents relevant to the performance of their tasks, including, in particular, any contracts, books, accounting documents and records of minutes.

To learn more about certification of sustainability information, a Frequently Asked Questions was published by the High Audit Authority:

Details on the conditions for the appointment of auditors or ITOs certifying sustainability information

High Audit Authority (H2A)

Pour en savoir plus

Filing of the formalities to be annexed to the SCN and the NNE at the ticket office

Businesses by shares (SA: titleContent, LOCK: titleContent, SCA: titleContent, etc.) and all other commercial businesses (excluding CNS: titleContent, SARL: titleContent) must file the management report at the companies' formalities desk and, where there is one, the report on the management of the group, to be forwarded to the registry of the commercial court and then annexed to the SCR: titleContent and the RNE: titleContent. They must do so within a period ofone month after the approval of the annual accounts or within 2 months of such approval where the application is made by electronic means.

Company Formalities Window

For CNS all partners with unlimited liability are LLCs or SAs and for all SARL , the business management report shall not necessarily be forwarded to the Registry but shall be made available to any person who so requests.

Please note

All information entered and documents annexed to the NNE, with the exception of accounting documents covered by a confidentiality statement, shall be made available to the public free of charge and in electronic form.

Transmission to the shareholders' meeting

General provisions

One or more shareholders or members representing at least 5% capital or voting rights may request the inclusion on the agenda of the general meeting of a draft resolution requiring an accredited business to prepare a sustainability statement. This business may not be linked to the auditor or to the ITO appointed to certify the accounts or business sustainability information. This state of durability shall be made available to the members of this Assembly.

share businesses

In the share businesses, as from the convening of the ordinary annual general meeting and at least during the 15-day period preceding the date of the meeting, the business shall send or make available to the shareholders the report certifying sustainability information. At the request of any shareholder, the business shall make such dispatch prior to the meeting and at its own expense. 

In the SA: titleContent, for an uninterrupted period beginning not later than 21 days before the meeting, listed businesses publish on the website the documents to be presented to the assembly. This concerns in particular the opinion of the auditor and sustainability information.

Other businesses

In the CNS: titleContent and SARL: titleContent, the management report, inventory and annual accounts drawn up by the managers are submitted to the shareholders' meeting for approval within six months of the end of a financial year, unless extended by a court decision.

The annual accounts, the annual report and, where there are any, the consolidated accounts and the report on the management of the group shall be held at the head office, available to the auditors at least one month before the meeting is convened.

To this end, those documents, together with the text of the resolutions proposed and, where such documents exist, the report of the auditors, the sustainability information certification report, the consolidated accounts and the report on the management of the group must be communicated to the members at least 15 days before the meeting of the assembly. Any deliberation taken in breach of this obligation may be canceled.

Any partner may put questions in writing which the manager is obliged to answer during the meeting.

Please note

In the SARL: titleContent, if the meeting of members has not been convened within six months of the end of a financial year, the public prosecutor's office or any interested person may refer the matter to the president of the court of first instance for interim measures. The Board may require the managers to convene such a meeting or appoint a representative to do so.

Who shall I contact

Transmission to the ESC

For the annual consultation of the Social and Economic Committee (ESC) on the economic and financial situation of the company, the employer shall make available the following documents:

  • Group management report containing sustainability information
  • Report of the auditors
  • Sustainability Information Certification Report

Transmission on request to any person

A copy of the group's management report shall be issued to any person, at his own expense, at the seat of the business on request. The costs of delivery may not exceed the cost of reproduction. The party concerned shall be informed, at the time of his application, of the total amount of the fees to be paid for which prior payment may be required.

Actions in the absence of communication of documents

Any person who has been unable to obtain the production, communication or transmission of sustainability information may to ask the president of the court Acting for interim measures:

  • Or to oblige under penalty payment the business competent for producing, communicating or transmitting the documents or information to be communicated
  • Or to appoint a representative to make such a communication.

Where the application is granted, the business complained against shall pay the periodic penalty payment and the costs of the proceedings.

Who shall I contact

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