Eumedion publishes 2021 Annual Report

Eumedion publishes 2021 Annual ReportNews · 17-06-2022

During its yesterday's meeting, the Eumedion Members Meeting approved the 2021 Eumedion annual accounts and discharged the Eumedion board members from their duties over book-year 2021. 

The Members' Meeting was held in physical form again for the first time since December 2019. Following the example of listed companies, Eumedion's external auditor (KPMG) provided a long-format auditor's report to the annual accounts. Together with the annual accounts, the board report for the 2021 book-year was also published. The board report provides an overview of all activities carried out by Eumedion in 2021.

Eumedion favours self-regulation of ESG rating providers

Eumedion favours self-regulation of ESG rating providersNews · 07-06-2022

Eumedion sees merit in establishing a self-regulation mechanism for ESG rating providers rather than a legislative intervention in the EU, as stated today in its response to the targeted consultation of the European Commission on the functioning of the ESG ratings market in the European Union and on the consideration of ESG factors in credit ratings. 

The ESG data and rating market has become significantly more important over the last few years, with growing demand from users for more and high-quality data and company performance evaluations. A targeted EU intervention based on a self-regulation approach (preferably a code of conduct required through an EU Directive, similar to the system put in place regarding the proxy advisory market via the revised Shareholders’ Rights Directive) is warranted to assure that the growing need for high-quality ESG data and ratings is met and that alignment with the broader EU objectives on sustainability and the role of the financial markets therein is promoted. In its response, Eumedion also emphasises that drafting a code of conduct should preferably be an industry-led process, with input from and/or overseen by relevant stakeholders. 

Eumedion pushes SEC to allow use of international climate reporting standards

Eumedion pushes SEC to allow use of international climate reporting standardsNews · 30-05-2022

Eumedion encourages the US securities regulator SEC to allow foreign companies to opt for publishing their climate-related disclosures in accordance with a recognised alternative reporting regime, instead of applying the (future) requirements from the SEC on this topic.  Eumedion also encourages the SEC to require listed entities to report their sustainability-related financial disclosures at the same time as their financial statements. This is what Eumedion writes in its input for the SEC consultation on ‘The Enhancement and Standardization of Climate-Related Disclosures for Investors’. 

Only high quality reporting regimes should be recognised, such as the climate-related disclosures standard currently exposed by the International Sustainability Standards Board (ISSB), and those climate standards adopted by any local jurisdiction that are adopted pursuant to criteria developed by the ISSB.

Eumedion broadly supports the proposed Corporate Sustainability Due Diligence Directive

Eumedion broadly supports the proposed Corporate Sustainability Due Diligence DirectiveNews · 19-04-2022

Eumedion is generally positive about the proposed Corporate Sustainability Due Diligence Directive (CSDD proposal). This is evident from the Eumedion feedback statement on the proposed directive, which was submitted today. 

According to Eumedion, the proposed directive will help to ensure that large European and non-European companies operating in the European market do business in a decent and fair manner throughout the entire value chain. Eumedion does feel, however, that the CSDD proposal should be strengthened on a number of points. For example, companies should not only identify and prevent adverse impacts of their activities on human rights and the environment, but also on climate. In addition, Eumedion believes that the climate action plans that large companies have to prepare on the basis of the proposed directive should contain science-based CO2 emission reduction targets and that such plans should be verified by an independent, external party. Finally, Eumedion is of the opinion that the proposal for a directive must be clarified on some points. It is unclear, for instance, whether the proposed directive also applies to the investee companies of institutional investors and, if so, what the investors’ obligations in that respect are. In addition, Eumedion recommends that the scope of the proposed directive be aligned with other relevant European financial sustainability legislation, such as the CSRDSFDR and the Taxonomy Regulation.

Eumedion: proposals for revision of Dutch corporate governance code should have been more ambitious

Eumedion: proposals for revision of Dutch corporate governance code should have been more ambitiousNews · 15-04-2022

The proposals of the Dutch Corporate Governance Code Monitoring Committee concerning the more detailed interpretation of the concept of 'long-term value creation' should have been more ambitious. This is what Eumedion writes in its reaction to the proposals of the Monitoring Committee for updating the Dutch corporate governance code, which was submitted today.

Eumedion believes that the proposals in question more or less codify existing market practice instead of stimulating the "middle group" and laggards of Dutch listed companies to align themselves with the best practices in the market, which was the original objective of the Code. Eumedion notes that the proposals of the European Commission concerning corporate sustainability reporting ('CSRD') and concerning corporate sustainability due diligence ('CSDD proposal') go much further than the proposals presented by the Monitoring Committee. Eumedion is also disappointed that the Monitoring Committee has failed to extend the scope of the so-called in-control statement from financial reporting risks to (also) compliance and operational risks. Eumedion does appreciate, however, that the Monitoring Committee proposes to include important parts of the Eumedion Stewardship Code in the revised Dutch corporate governance code. "This underlines our belief that the engagement and voting policy of shareholders should also (ultimately) facilitate the strategy of Dutch listed companies aimed at long-term value creation; the central focus of the Code," according to Eumedion. Eumedion also generally supports the proposals on diversity and inclusion and on the internal audit function.

Eumedion: companies may only have a completely virtual registered office under certain conditions

Eumedion: companies may only have a completely virtual registered office under certain conditionsNews · 08-04-2022

The European Commission should be cautious about offering companies the option of a completely virtual registered office. If such an option is offered, there must be strict safeguards for the integrity of the company concerned. 

This is what Eumedion writes in its response to the consultation of the European Commission on upgrading digital company law, which was submitted today. In the consultation document, the European Commission asks, among other things, whether European companies should still be obliged to have a physical registered office. Now that an increasing number of companies no longer have permanent physical offices, the European Commission wants to examine whether companies can suffice with a virtual domicile. Eumedion warns the European Commission that this will make it even easier for companies to evade taxes, to conduct money laundering activities, avoid sanctions and circumvent shareholders' rights. In its response, Eumedion encourages the European Commission to incorporate in European company law the possibility for all European companies to organise a hybrid shareholders' meeting as well as a shareholders' meeting spread over time.

Eumedion calls for amendments to the proposed ESAP regulation

Eumedion calls for amendments to the proposed ESAP regulationNews · 14-03-2022

The proposed regulation regarding the creation of a European Single Access Point for corporate reporting ('ESAP') should be amended in a number of respects. Eumedion advocates this in its today's submitted feedback statement on the ESAP proposal.

Some of the key issues to finetune are, first of all, to establish a procedure that allows investors to fully rely on the already expressed ambition that corporate reporting will not be publicly available in ESAP any later than any other platform for communication. Secondly, Eumedion highlights the growing importance of cross referencing and the need for ESAP to establish procedures that facilitate reporting entities in creating cross references. ESAP could facilitate that cross references between related filings will remain valid over time. And thirdly, Eumedion strongly advocates against erasing past filings after ten years and proposes filings to remain indefinitely available, in line with the indefinite availability of filings in a comparable EDGAR database the United States.

Eumedion calls for timely delivery of uniform sustainability reporting standards

Eumedion calls for timely delivery of uniform sustainability reporting standardsNews · 08-03-2022

Ahead of the vote by the European Parliament (EP) on the proposed Corporate Sustainability Reporting Directive (CSRD), Eumedion calls on the EP to address three key issues in the final text of the directive. This follows from the statement Eumedion has published today.

The three key issues concern, first of all, a timely delivery of sustainability reporting standards. In case the EP were to consider postponing the entry into force of the new CSRD reporting obligations, Eumedion considers it paramount to not unduly postpone delivery of the sustainability reporting standards and make them available for companies preferably (well) before the end of 2022. Secondly, Eumedion calls on the EP to establish the global sustainability reporting standards under development by the International Sustainability Standards Board as the starting point for the three-year evaluation of European reporting standards. This will further contribute to the much-needed global harmonisation of sustainability reporting standards, while leaving sufficient room for European standards to complement these global standards by additionally reflecting specific EU policy objectives and EU legislation. Lastly, Eumedion is strongly in favour of retaining the option to engage the statutory auditor in the assurance of sustainability information. A legal requirement to provide assurance of sustainability information by another person than the external auditor could negatively affect the connectivity of financial statements and sustainability information – one of the objectives of the CSRD – and may lead to duplication of work and increased costs.

Eumedion: cultural factors mainly responsible for relatively low number of IPOs in Europe

Eumedion: cultural factors mainly responsible for relatively low number of IPOs in EuropeNews · 18-02-2022

The relatively low number of IPOs in Europe, compared to the United States, can be explained primarily by cultural factors rather than by excessively strict regulations. This is the Eumedion's key message in its response to the European consultation on making the European public capital markets more attractive to small and medium-sized companies in particular.

In its response, Eumedion points out that the lack of a real equity culture in Europe and European entrepreneurs' restraint on being permanently in the public spotlight (both personally and their company) are greater obstacles to a European IPO than the statutory rules for an IPO and the ongoing transparency obligations afterwards. After all, the US prospectus, listing and liability rules are even stricter than the European rules. Eumedion is therefore recommending that the European Commission show restraint in relaxing the prospectus and listing rules. The very purpose of these rules is to protect investors in order to encourage them to invest in (potential) listed companies. From that point of view, Eumedion is not in favour of major relaxations in the prospectus and market abuse regulations, nor is it in favour of European legislation to make it possible for companies to issue shares with differential voting rights. Eumedion does support further European harmonisation of the existing listing rules and the introduction of European supervision on prospectuses.

Eumedion in favour of strengthening European rules on and enforcement of financial reporting

Eumedion in favour of strengthening European rules on and enforcement of financial reportingNews · 27-01-2022

European supervision on the financial reporting of European listed companies and on the largest four audit firms should be introduced. All large European listed companies must establish an internal audit function (IAF) and include an 'in control statement' in their annual report. The option in the European Audit Regulation to allow companies to rotate from audit firm after 20 years should be cancelled. These are the main messages of Eumedion’s response to the European consultation on the strengthening of the quality of corporate reporting and its enforcement. The European Commission launched this consultation at the end of last year as a result of the extensive Wirecard accounting scandal in 2020. 

Eumedion writes in its response that it is precisely the supervision of financial reporting and audit firms that lend themselves to harmonised, European supervision. The application of the International Financial Reporting Standards requires at least European supervision to prevent national interpretations. The largest audit firms are all part of large, international organisations. Moreover, international (audit) standards are also applicable to these organisations. In order to strengthen the internal 'lines of defence' for reporting, Eumedion believes it is now the right moment to enshrine in European legislation that large listed companies must set up an IAF and that boards should provide reasonable assurance on the effectiveness of the internal risk management and control systems. In its response, Eumedion opposes suggestions such as the encouragement of joint audits, external supervision of audit committees and the introduction of a European passporting system for auditors and audit firms.