Introduction

A business entity incorporated with an objective to earn profits has certain responsibilities towards its stakeholders. These stakeholders may include investors, employees, suppliers, customers etc. The stakeholders track the developments in the company by means of the disclosures which such incorporated entities are mandated to make under laws applicable to them. The disclosures to be made by such entities are of two kinds viz, financial and non-financial. The financial disclosures include various documents like the balance sheet, profit and loss account, cash flow statements etc. Whereas the non-financial disclosures include the Boards’ Report, Corporate Social Responsibility reporting and various Corporate Sustainability Reporting. These disclosures enable stakeholders to make informed decisions.

In the recent times, investors have become quite conscious of the fact that the society in particular and the environment at large are also a part of the stakeholders’ chain. There has been a worldwide trend in people questioning the impact of a business entity on environment and other sustainability factors.

Internationally, the Global Responsibility Initiative’s Sustainability Standards (GRI standards) are considered to be the first and the most widely accepted standard for sustainability reporting. The GRI Standards helps businesses to communicate their impact inter-alia on climate change, governance, human rights and social well-being.

History of Sustainability Reporting – Indian Scenario

In India, the Ministry of Corporate Affairs (MCA) had in 2009, issued the ‘Voluntary Guidelines on Corporate Social Responsibility’ as a step towards mainstreaming the concept of business responsibility. In July, 2011, MCA issued the ‘National Voluntary Guidelines on Social, Environmental and Economic Responsibilities of Business[1] (NVG)’ for voluntary adoption by all businesses. The NVG Guidelines provided 9 principles which emphasized that businesses have to endeavor to become responsible actors in society, so that their every action leads to sustainable growth and economic development. Although the NVG was voluntary for adoption by companies, the Securities and Exchange Board of India (SEBI) vide its circular dated August 13, 2012[2] mandated top 100 listed entities to submit a Business Responsibility Report (BRR) as a part of their Annual Reports. Pursuant to the notification of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), the BRR was made a part of the Listing Regulations for top 100 listed entities based on market capitalization. Later, the Listing Regulations was amended in 2015 itself to make BRR applicable to top 500 listed entities which was again altered in 2019 to extend the applicability of BRR to top 1000 listed entities.

The Article analyses the framework of BRR in India amidst the recent report[3] of the Committee constituted by MCA under the Chairmanship of Mr. Gyaneshwar Kumar Singh for finalizing the BRR format on the basis of the updated NVG released in March, 2019 in the name of ‘National Guidelines for Responsible Business Conduct’ (NGRBCs)’.

BRR to BRSR – Sustainability Reporting for all

One of the most notable recommendations of the Committee is the change in name of the reporting framework from Business Responsibility Report (BRR) to Business Responsibility and Sustainability Report (BRSR).  The nomenclature has been refashioned to enhance the scope of the Report and more accurately convey the thrust on sustainability and business responsibility. Analyzing the current reporting framework of the BRR as mandated by SEBI vis-à-vis the proposed BRSR, the following notable differences/ modifications can be observed:

BRR BRSR Remark
Applicable to top 1000 listed entities based on market capitalization. Applicable to all listed and unlisted companies (to be done in a phased manner). The scope of BRSR has been enhanced to make it applicable to all companies.
Reporting done by companies as a part of their annual reports. Reporting to be done on the MCA21 portal preferably in XBRL format. Thus a listed company may have to report twice. Firstly in the annual report and second on the MCA21 portal.
Format of BRR prescribed by SEBI. Two formats prescribed by the Committee. A comprehensive format and a Lite version. The comprehensive format would be for the large companies and the companies already reporting under the Listing Regulations. Whereas the Lite version is for the companies who may be unfamiliar with any sort of sustainability reporting and the BRSR would be their first effort at developing a sustainability report.

Structure of the BRSR framework

In contrast with the SEBI prescribed format for BRR to be disclosed in the annual report, the BRSR framework emphasize on the basic and most desired elements of sustainability and responsibility reporting. The BRSR formats have been formulated to serve as a single source of sustainability information reporting for companies across the country.

The broad components of the BRR as compared to the BRSR are as follows:

 Components of BRR

(As per SEBI prescribed format)

Components of BRSR

(Comprehensive and Lite version)

  • General information about the Company
  • General disclosures about the Company
    • More detailed than the SEBI format. Certain data would be pre-filled based on disclosures filed in Form MGT-7/ AOC-4.
  • Basic financial details of the Company
  • Basic financial details of the Company
  • Other details
    • information about subsidiaries and BR initiatives of the subsidiaries if any
  • Details of whether subsidiary company if any, participates in the BR initiatives of the parent company
  • BR information
    • details of the BR efforts of the Company based on the 9 principles of the NVG
  • Principle-wise performance
  • Management and process disclosure
    • Structures, policies and processes put in place toward adopting the principles and core elements of sustainability reporting
    • Based on the NGRBC framework.
  • Principle-wise performance disclosure

Conclusion

The step to make applicable the BRSR framework to all types of companies will go a long way in instilling the practice of responsible business with a sustainable behavior. Although this is a first attempt to bring even the small/ unlisted companies to the platform of sustainability reporting, the success of the same would be achieved only if companies imbibe the tradition of sustainability in spirit and not just for the matter of compliance.

[1] https://taxguru.in/wp-content/uploads/2011/07/Download-National-Voluntary-Guidelines-on-Social-Environmental-and-Economic-Responsibilities-of-Business-2011.pdf

[2] https://taxguru.in/sebi/sebi-business-responsibility-reports-amendment-listing-agreement.html

[3]  https://taxguru.in/company-law/mca-releases-report-committee-business-responsibility-reporting.html

Author Bio

Qualification: Student - CA/CS/CMA
Company: N/A
Location: Mumbai, Maharashtra, IN
Member Since: 21 Aug 2020 | Total Posts: 3

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