On 11 July 2025, the European Union (Corporate Sustainability Reporting) Regulations 2025 (SI 309/2025) entered into force, implementing the EU’s “Stop the Clock” Directive (EU 2025/794) into Irish law through amendments to the Companies Act 2014 and the Transparency Regulations 2007.
Key Changes
The regulations delay the applicability of the EU Corporate Sustainability Reporting Directive (CSRD) for so-called Wave 2 and Wave 3 companies in Ireland by two years, to 2027 and 2028 respectively, while negotiations are progressing at EU level to agree substantive changes to the scope of CSRD and Corporate Sustainability Due Diligence Directive (CS3D) under the broader “Omnibus I” simplification package.
The regulations also make some technical clarifications to the existing Irish legislation governing CSRD:
- Definition of “net turnover”: is amended to better align with the definition under the EU Accounting Directive to prevent the unintended capture of a number of fund subsidiaries and SPVs.
- Scope: companies classified as “large” solely because of ineligibility under Part 6 of the Companies Act are now expressly excluded unless they meet the applicable size criteria (e.g. regulated SMEs).
- Subsidiary exemptions: Irish in‑scope companies can now rely on group‑level sustainability reporting by an EU parent (consistent with the CSRD).
- Non-EU undertakings: changes to the definitions of “applicable branch” and “applicable subsidiary” and the introduction of an “ultimate parent undertaking” definition means an Irish in-scope subsidiary must product a group-level sustainability report where its non-EU ultimate parent undertaking generated a net turnover of more than EUR150 million in the EU for the last two consecutive financial years.
Impact for Irish Businesses
The regulations offer welcome clarity and regulatory relief for most Irish businesses. However, in-scope companies should continue to monitor the EU-level negotiations on the Omnibus I package, expected to conclude by end-2025, for any further changes, revisit their governance frameworks and adjust planning accordingly.
For further information or assistance please contact the authors or your usual CMS contact.
