Who Must Report under the CSRD after the Omnibus? Company Categories and the Scope Test

The Corporate Sustainability Reporting Directive is Directive (EU) 2022/2464 of 14 December 2022, in force since 5 January 2023. Directive (EU) 2026/470 of 24 February 2026 replaced its size test; it has been in force since 18 March 2026, and Member States must transpose it by 19 March 2027 (Articles 5(1) and 6). Both acts write the scope rules into Directive 2013/34/EU, the Accounting Directive. The reporting regime as a whole, beyond scope, is set out where the Corporate Sustainability Reporting Directive (CSRD) is explained.

This page gives the five categories of entity that can fall in scope, the scope test in six steps with the provision behind each step, the exclusions, the reporting waves before and after the Omnibus, what a company in scope reports, and where the scope rules stand as of 29 October 2026.

Who Is in Scope after the Omnibus?

Five kinds of entity can fall in scope after the Omnibus: EU undertakings and parents of EU groups that exceed EUR 450 million net turnover and an average of 1,000 employees, issuers on an EU regulated market and banks and insurers of any legal form that pass the same test, and non-EU groups that meet the Article 40a test from financial year 2028. The size test runs on two bases. Article 19a(1) of Directive 2013/34/EU, as replaced by Article 2(4)(a) of Directive (EU) 2026/470, tests an undertaking on its own figures: it covers undertakings that, on their balance sheet dates, exceed a net turnover of EUR 450 million and an average of 1,000 employees during the financial year. Article 29a(1), as replaced by Article 2(5)(a), applies the same two values to a group on a consolidated basis, and the parent's own size is irrelevant. The same test decides who reports on key intangible resources (Article 19(1), fourth subparagraph, as replaced by Article 2(3)).

The table lists each category with its test after Directive (EU) 2026/470, its provision and its first financial year.

Three kinds of entity stay outside mandatory scope: listed SMEs, which Directive (EU) 2026/470 removed; undertakings for collective investment in transferable securities (UCITS), alternative investment funds (AIFs) and the European Financial Stability Facility (EFSF), which are excluded; and undertakings and groups that do not exceed both values. Before Directive (EU) 2026/470, scope covered every large undertaking, one that exceeded two of the three criteria of EUR 25 million balance sheet total, EUR 50 million net turnover and 250 employees (the values of Delegated Directive (EU) 2023/2775, where transposed), plus listed SMEs. Each amendment of the Omnibus and the provision behind it is listed in what the Omnibus changed in the CSRD.

The Scope Test in Six Steps

The scope test runs in six steps, each resting on one provision of Directive 2013/34/EU or the CSRD: entity type and legal form, exclusions, the size test for the undertaking or its group, the first financial year, the exemption through a parent, and the separate test for non-EU groups. The articles are cited from the consolidated text of Directive 2013/34/EU dated 18 March 2026, which includes the amendments of Directive (EU) 2026/470. The six steps are listed below in the order in which they apply.

1. Entity type and legal form. The undertaking has a legal form listed in Annex I or II of Directive 2013/34/EU, is a credit institution or insurance undertaking of any legal form (Article 1(3)), or is an issuer whose securities are admitted to trading on an EU regulated market (Article 5(2), third subparagraph, of Directive (EU) 2022/2464).
2. Exclusions. UCITS, AIFs and the EFSF are outside Articles 19a, 29a and 29d whatever their size (Article 1(4)).
3. Size test. The undertaking exceeds both a net turnover of EUR 450 million and an average of 1,000 employees during the financial year (Article 19a(1)). A parent undertaking applies the same two values to its group on a consolidated basis (Article 29a(1)).
4. First financial year. Wave 1 reports for financial years starting between 1 January 2024 and 31 December 2026 (Article 5(2)(a) of Directive (EU) 2022/2464); every other undertaking in scope starts with financial years beginning on or after 1 January 2027 (Article 5(2), first subparagraph, point (b)).
5. Exemption through a parent. A subsidiary included in its parent's consolidated sustainability report may be exempt (Articles 19a(9) and 29a(8)), and since Directive (EU) 2026/470 the exemption also applies to public-interest entities (Articles 19a(10) and 29a(9)). A financial holding parent with independent subsidiaries may choose not to report on a consolidated basis (Article 29a(7a), inserted by Directive (EU) 2026/470).
6. Non-EU groups. A third-country undertaking comes into scope under Article 40a(1) when its Union net turnover exceeds EUR 450 million in each of the last two consecutive financial years and it has an EU subsidiary or branch with a net turnover above EUR 200 million in the preceding financial year, a branch counting only where no such subsidiary exists; the first financial year starts on or after 1 January 2028.

The result in a given Member State depends on the national law that transposes these articles.

Which Legal Forms the Directive Covers

The CSRD rules apply to undertakings of the legal forms listed in Annexes I and II of Directive 2013/34/EU, and Article 1(3) extends them to credit institutions and insurance undertakings regardless of legal form, cooperatives and mutuals included, when they exceed EUR 450 million net turnover and an average of 1,000 employees (Article 1(3) as amended by Article 2(1)(a) of Directive (EU) 2026/470). Annex I lists limited-liability company types, for Germany the AG, KGaA and GmbH and for France the SA, SCA, SARL and SAS. Annex II lists partnerships, such as the German OHG and KG and the French SNC and SCS, whose members with otherwise unlimited liability are themselves limited companies (Article 1(1)). Member States may choose not to apply the rules to the institutions listed in Article 2(5) of the Capital Requirements Directive (Article 1(3), second subparagraph).

Issuers within the meaning of Article 2(1)(d) of Directive 2004/109/EC, the Transparency Directive, apply the same values (Article 5(2), third subparagraph, of Directive (EU) 2022/2464 as amended by Article 3(1)(b) of Directive (EU) 2026/470). Third-country issuers whose securities are admitted to trading on an EU regulated market, micro-undertakings excepted, report under Article 19a or 29a through Article 4(5) of Directive 2004/109/EC, according to FAQ 84 of Commission Notice C/2024/6792. That notice predates the Omnibus, and the size test these issuers apply is now the EUR 450 million and 1,000-employee test.

Who Is Excluded Regardless of Size

Undertakings for collective investment in transferable securities, alternative investment funds and the European Financial Stability Facility are outside Articles 19a, 29a and 29d, whatever their size (Article 1(4) of Directive 2013/34/EU as replaced by Article 2(1)(b) of Directive (EU) 2026/470). The funds are those of Article 2(12)(b) and (f) of Regulation (EU) 2019/2088, and the EFSF exclusion is new. A fund manager is in scope only if its own legal form and size meet the test (FAQ 11 to 13 of Commission Notice C/2024/6792, guidance published before the Omnibus).

Listed SMEs are no longer a category of their own. Directive (EU) 2026/470 deleted Article 19a(6) and (7) (Article 2(4)(c)), Article 29c (Article 2(7)) and point (c) of Article 5(2) of the CSRD (Article 3(1)(a)(iii)), as its recitals 15 and 16 explain. An SME issuer cannot exceed both values, and no listed SME remains in mandatory scope.

Public-Interest Entities after the Omnibus

A public-interest entity under Article 2(1) of Directive 2013/34/EU is an undertaking with transferable securities admitted to trading on an EU regulated market, a credit institution, an insurance undertaking or an undertaking a Member State designates, and since Directive (EU) 2026/470 that status no longer decides CSRD scope on its own. The definition itself is unchanged, and public-interest status still marks out wave 1.

The second change concerns the subsidiary exemption. Before Directive (EU) 2026/470, a listed large public-interest entity could not use it. Articles 19a(10) and 29a(9), as replaced by Articles 2(4)(d) and 2(5)(e) of Directive (EU) 2026/470, now state that the exemption "shall also apply to public-interest entities". FAQ 24 of Commission Notice C/2024/6792, which gave the earlier rule, is superseded on this point.

Reporting Waves before and after the Omnibus

The CSRD as adopted in 2022 phased reporting in by waves from financial year 2024 to 2028; Directive (EU) 2025/794 postponed the second and third, and Directive (EU) 2026/470 closed wave 1 after financial year 2026, replaced the criteria of wave 2 and deleted wave 3. Article 5(2) of Directive (EU) 2022/2464 set the waves, and the table shows each in three states. The Stop-the-clock Directive, Directive (EU) 2025/794 of 14 April 2025, in force since 17 April 2025, moved wave 2 to financial years starting on or after 1 January 2027 and wave 3 to financial years starting on or after 1 January 2028 (Article 1). A report follows its financial year: the management report that contains it is published within 12 months of the balance sheet date (Article 30 of Directive 2013/34/EU), and financial year 2027 is reported in 2028.

Wave 4, the non-EU groups under Article 40a, keeps its first financial year: financial years starting on or after 1 January 2028, with the report published within 12 months of the balance sheet date (Article 40d). Neither directive moved that date. Directive (EU) 2026/470 raised the values, which the table shows next to the earlier ones. Every date per wave, with its instrument, is in the CSRD timeline after the Omnibus.

Dates applied in a Member State only where transposed; values before Directive (EU) 2026/470 are labelled.

Wave 1 in Financial Years 2025 and 2026

Wave 1, the large public-interest entities and public-interest parents of large groups with more than 500 average employees, reports for financial years starting between 1 January 2024 and 31 December 2026 only (CSRD Article 5(2)(a) as amended by Article 3(1)(a)(i) of Directive (EU) 2026/470). From financial years starting on or after 1 January 2027, a wave 1 undertaking stays in scope only if it exceeds both new values (recital 31).

The last subparagraph of Article 5(2), added by Article 3(1)(c) of Directive (EU) 2026/470, lets Member States exempt undertakings or issuers not exceeding a net turnover of EUR 450 million or an average of 1,000 employees, on a consolidated basis where applicable, for financial years starting between 1 January 2025 and 31 December 2026. Obligations under Article 40a are excepted from that exemption.

Is the CSRD Mandatory?

Yes for undertakings in scope, but through national law: the CSRD and Directive (EU) 2026/470 are directives addressed to the Member States, and a company is bound by its Member State's law transposing them; the ESRS and the voluntary standard (VS, formerly VSME) are delegated regulations that apply directly. The CSRD had to be transposed by 6 July 2024 (Article 5(1) of Directive (EU) 2022/2464). Directive (EU) 2026/470 is addressed to the Member States (Article 7) and must be transposed by 19 March 2027 (Article 5(1)).

The revised (simplified) ESRS, Delegated Regulation (EU) 2026/1563, enter into force on 10 November 2026 and are mandatory for financial years beginning on or after 1 January 2027. The voluntary standard is Annex I of Delegated Regulation (EU) 2026/1560, and its use is voluntary (Article 2).

Below the two values, sustainability reporting is voluntary. An undertaking with an average of not more than 1,000 employees during the preceding financial year that sits in the value chain of a reporting company is a protected undertaking, and the information the reporting company may require from it is capped (Articles 19a(3) and 29a(3) of Directive 2013/34/EU as amended by Articles 2(4)(b) and 2(5)(b) of Directive (EU) 2026/470). The amended articles can be read in the CSRD legal text and its consolidated version.

What Companies in Scope Must Report

A company in scope reports sustainability information in a dedicated section of its management report, prepared under the ESRS after a double materiality assessment and covered by a limited-assurance opinion. The five duties are listed below with the page that covers each.

• Sustainability statement: the information sits in a dedicated section of the management report (Article 19a(1)), which is published within 12 months of the balance sheet date (Article 30); see the sustainability statement.
• ESRS: the European Sustainability Reporting Standards have 12 standards both in the 2023 set (Delegated Regulation (EU) 2023/2772) and in the 2026 set (Delegated Regulation (EU) 2026/1563); see the ESRS and their requirements.
• Double materiality: a topic is material from the impact perspective, the financial perspective or both (Delegated Regulation (EU) 2026/1563), and Directive (EU) 2026/470 left this principle unchanged; see double materiality assessment.
• Limited assurance: the statement carries a limited-assurance opinion only (Article 34(1), second subparagraph, point (aa), as replaced by Article 2(12)(a) of Directive (EU) 2026/470); the EU limited-assurance standard is not adopted as of 29 October 2026 (due by 1 July 2027); see assurance of CSRD reporting.
• Compliance steps: the work runs from the scope test to publication; see CSRD compliance after the Omnibus.

Each Scope Question in Depth

Each part of the scope test has its own page here: how the two values are counted, groups and the subsidiary exemption, non-EU groups, SMEs, and banks and insurers. The table names each page, the question it answers and its key value.

Where the Scope Rules Stand on 2026-10-29

As of 29 October 2026, the scope of Directive (EU) 2026/470 has been in force at EU level since 18 March 2026, Member States have until 19 March 2027 to transpose it, and the first financial year under the new test starts on or after 1 January 2027. The Commission's page on corporate sustainability reporting summarises the rules at EU level. For non-EU groups, Article 40b of Directive 2013/34/EU, as amended by Directive (EU) 2024/1306, set 30 June 2026 as the date for the Commission to adopt the reporting standards by delegated act.

National status is tracked per Member State and per directive. Each Member State's rules are followed in the CSRD transposition tracker for national scope laws.

The four next dated steps for scope are listed below.

• 1 January 2027: first financial years under the EUR 450 million and 1,000-employee test begin (Article 5(2), first subparagraph, point (b) of Directive (EU) 2022/2464).
• 19 March 2027: transposition deadline for Directive (EU) 2026/470 (Article 5(1)).
• 1 July 2027: deadline for the Commission to adopt the limited-assurance standards (Article 26a(3) of Directive 2006/43/EC as replaced by Article 1(3) of Directive (EU) 2026/470).
• 1 January 2028: first financial years under the Article 40a test for non-EU groups begin.

What the Scope Rules Do Not Decide

The scope rules say who must report from which financial year; they do not count the companies concerned, do not make older guidance current and do not freeze the values.

Is There an Official Count of Companies in Scope?

No: no official count of the undertakings in scope under the final values of Directive (EU) 2026/470 has been published as of 29 October 2026. The reduction estimate the Commission gave in February 2025 referred to the thresholds of its proposal COM(2025) 81, which were not adopted, and is not a figure for the final act.

Does the 2024 Commission FAQ Still Answer Scope Questions?

Only in part: Commission Notice C/2024/6792, published in the Official Journal on 13 November 2024, predates Directive (EU) 2026/470, so its answers on listed SMEs, the size criteria and the exclusion of listed public-interest entities from the subsidiary exemption (FAQ 24) are no longer current law. The text of Commission Notice C/2024/6792 remains available on EUR-Lex under CELEX 52024XC06792.

Its answers that do not depend on the amended articles remain guidance, for example on fund managers (FAQ 11 to 13), on banks and insurers of any legal form (FAQ 5) and on the average number of employees (FAQ 3).

Can the Scope Change Again?

Yes: the Commission reviews the values of Articles 19(1), 19a(1), 29a(1) and 40a(1) for inflation at least every five years and may adjust them by delegated act (Article 3(13) of Directive 2013/34/EU as replaced by Article 2(2) of Directive (EU) 2026/470). The delegation runs for an indeterminate period from 18 March 2026 (Article 49(2a)).

Directive (EU) 2026/470 also sets review dates in Article 6(1) of the CSRD, as amended by its Article 3(2): the Commission reports by 30 April 2029 on points (a), (b), (d) and (e), and by 30 April 2031 on point (c), the extension of scope, and every three years after that. Each provision is set out under scope articles of the CSRD explained.