### 1. member states shall ensure that companies take appropriate measures to prevent , or where prevention is not possible or not immediately possible , adequately mitigate potential adverse human rights impacts and adverse environmental impacts that have been , or should have been , identified pursuant to article 6 , in accordance with paragraphs 2 , 3 , 4 and 5 of this article. ### 1. member states shall ensure that companies take appropriate , proportionate and risk-based measures to prevent , or where prevention is not possible or not immediately possible , adequately mitigate potential adverse human rights impacts and adverse environmental impacts that have been , or should have been , identified pursuant to article 6 , in accordance with paragraphs 2 , 3 , 4 and 5 of this article.


### 1. member states shall ensure that companies take appropriate measures to prevent , or where prevention is not possible or not immediately possible , adequately mitigate potential adverse human rights impacts and adverse environmental impacts that have been , or should have been , identified pursuant to article 6 , in accordance with paragraphs 2 , 3 , 4 and 5 of this article. ### 1. member states shall ensure that companies take appropriate measures to address the risks identified pursuant to article 6 , in accordance with paragraphs 2 , 3 , 4 and 5 of this article.


### where necessary due to the nature or complexity of the measures required for prevention , develop and implement a prevention action plan , with reasonable and clearly defined timelines for action and qualitative and quantitative indicators for measuring improvement. the prevention action plan shall be developed in consultation with affected stakeholders; ### where necessary due to the nature or complexity of the measures required for prevention , develop and implement a risk control action plan , with reasonable and clearly timelines and indicators for measuring improvement. the risk control action plan shall be developed in consultation with affected and relevant stakeholders;


### seek contractual assurances from a business partner with whom it has a direct business relationship that it will ensure compliance with the company’s code of conduct and , as necessary , a prevention action plan , including by seeking corresponding contractual assurances from its partners , to the extent that their activities are part of the company’s value chain (contractual cascading). when such contractual assurances are obtained , paragraph 4 shall apply; ### seek contractual assurances from a business partner with whom it has a direct business relationship at the first tier in the supply chain that it will ensure compliance with the company’s code of conduct and , as necessary , a prevention action plan. when such contractual assurances are obtained , paragraph 4 shall apply;


### seek contractual assurances from a business partner with whom it has a direct business relationship that it will ensure compliance with the company’s code of conduct and , as necessary , a prevention action plan , including by seeking corresponding contractual assurances from its partners , to the extent that their activities are part of the company’s value chain (contractual cascading). when such contractual assurances are obtained , paragraph 4 shall apply; ### seek contractual assurances from a business partner with whom it has a direct business relationship that it will ensure compliance with the company’s code of conduct and , as necessary , a prevention action plan. when such contractual assurances are obtained , paragraph 4 shall apply;


### seek contractual assurances from a business partner with whom it has a direct business relationship that it will ensure compliance with the company’s code of conduct and , as necessary , a prevention action plan , including by seeking corresponding contractual assurances from its partners , to the extent that their activities are part of the company’s value chain (contractual cascading). when such contractual assurances are obtained , paragraph 4 shall apply; ### seek contractual assurances from a business partner with whom it has a direct business relationship that it will ensure compliance with the company’s code of conduct or ethics guidelines and , as necessary , a prevention action plan , including by seeking corresponding contractual assurances from its partners , to the extent that their activities are part of the company’s supply chain (contractual cascading). when such contractual assurances are obtained , paragraph 4 shall apply;


### seek contractual assurances from a business partner with whom it has a direct business relationship that it will ensure compliance with the company’s code of conduct and , as necessary , a prevention action plan , including by seeking corresponding contractual assurances from its partners , to the extent that their activities are part of the company’s value chain (contractual cascading). when such contractual assurances are obtained , paragraph 4 shall apply; ### seek contractual assurances from a business partner with whom it has a direct business relationship that it will ensure compliance with the company’s code of conduct and , as necessary , a prevention action plan , including by seeking corresponding contractual assurances from its partners , to the extent that their activities are part of the company’s supply chain (contractual cascading). when such contractual assurances are obtained , paragraph 4 shall apply;


### provide targeted and proportionate support for an sme with which the company has an established business relationship , where compliance with the code of conduct or the prevention action plan would jeopardise the viability of the sme; ### provide targeted and proportionate support for an sme with which the company has an established business relationship , in order to ensure compliance with the code of conduct or the prevention action plan;


### provide targeted and proportionate support for an sme with which the company has an established business relationship , where compliance with the code of conduct or the prevention action plan would jeopardise the viability of the sme; ### deleted


### provide targeted and proportionate support for an sme with which the company has an established business relationship , where compliance with the code of conduct or the prevention action plan would jeopardise the viability of the sme; ### provide targeted and proportionate support for an sme with which the company has an established business relationship;


### provide targeted and proportionate support for an sme with which the company has an established business relationship , where compliance with the code of conduct or the prevention action plan would jeopardise the viability of the sme; ### provide targeted and proportionate support for an sme with which the company has an established direct business relationship , where compliance with the code of conduct or the prevention action plan would jeopardise the viability of the sme;


### provide targeted and proportionate support for an sme with which the company has an established business relationship , where compliance with the code of conduct or the prevention action plan would jeopardise the viability of the sme; ### provide targeted and proportionate support for an sme , while smes are explicitly exempted from conducting such due diligence as well as in this context from potential contractual fines with their larger business partners , with which the company has an established business relationship , where compliance with the code of conduct or the prevention action plan would jeopardise the viability of the sme;


### 3. as regards potential adverse impacts that could not be prevented or adequately mitigated by the measures in paragraph 2 , the company may seek to conclude a contract with a partner with whom it has an indirect relationship , with a view to achieving compliance with the company’s code of conduct or a prevention action plan. when such a contract is concluded , paragraph 4 shall apply. ### deleted


### the contractual assurances or the contract shall be accompanied by the appropriate measures to verify compliance. for the purposes of verifying compliance , the company may refer to suitable industry initiatives or independent third-party verification. ### the contractual assurances or the contract shall be accompanied by the appropriate , proportionate and risk-based measures to verify compliance. for the purposes of verifying compliance , the company may refer to suitable industry initiatives or independent third-party verification.


### the contractual assurances or the contract shall be accompanied by the appropriate measures to verify compliance. for the purposes of verifying compliance , the company may refer to suitable industry initiatives or independent third-party verification. ### the contractual assurances shall be accompanied by the appropriate measures to verify compliance. for the purposes of verifying compliance , the company may refer to suitable industry initiatives or independent third-party verification.


### when contractual assurances are obtained from , or a contract is entered into , with an sme , the terms used shall be fair , reasonable and non-discriminatory. where measures to verify compliance are carried out in relation to smes , the company shall bear the cost of the independent third-party verification. ### when contractual assurances are obtained from , or a contract is entered into , with an sme , the terms used shall be fair , reasonable and non-discriminatory , with particular attention being paid to the different bargaining power and more limited resources of smes. where measures to verify compliance are carried out in relation to smes , the company shall bear the cost of the independent third-party verification.


### as regards potential adverse impacts within the meaning of paragraph 1 that could not be prevented or adequately mitigated by the measures in paragraphs 2 , 3 and 4 , the company shall be required to refrain from entering into new or extending existing relations with the partner in connection with or in the value chain of which the impact has arisen and shall , where the law governing their relations so entitles them to , take the following actions: ### as regards potential adverse impacts within the meaning of paragraph 1 that could not be prevented or adequately mitigated by the measures in paragraphs 2 , 3 and 4 , the company shall be required to refrain from entering into new or extending existing relations with that partner at the first tier in the supply chain and shall , where the law governing their relations so entitles them to , take the following actions:


### as regards potential adverse impacts within the meaning of paragraph 1 that could not be prevented or adequately mitigated by the measures in paragraphs 2 , 3 and 4 , the company shall be required to refrain from entering into new or extending existing relations with the partner in connection with or in the value chain of which the impact has arisen and shall , where the law governing their relations so entitles them to , take the following actions: ### as regards potential adverse impacts within the meaning of paragraph 1 that could not be prevented or adequately mitigated by the measures in paragraphs 2 , 3 and 4 , the company shall be required to refrain from entering into new or extending existing relations with the partner in connection with whose operations the impact has arisen and shall , where the law governing their relations so entitles them to , take the following actions:


### as regards potential adverse impacts within the meaning of paragraph 1 that could not be prevented or adequately mitigated by the measures in paragraphs 2 , 3 and 4 , the company shall be required to refrain from entering into new or extending existing relations with the partner in connection with or in the value chain of which the impact has arisen and shall , where the law governing their relations so entitles them to , take the following actions: ### as regards potential adverse impacts within the meaning of paragraph 1 that could not be prevented or adequately mitigated by the measures in paragraphs 2 , 3 and 4 , the company shall be required to refrain from entering into new or extending existing relations with the partner in connection with or in the supply chain of which the impact has arisen and shall , where the law governing their relations so entitles them to , take the following actions:


### member states shall provide for the availability of an option to terminate the business relationship in contracts governed by their laws. ### deleted


### 6. by way of derogation from paragraph 5 , point (b) , when companies referred to in article 3 , point (a)(iv) , provide credit , loan or other financial services , they shall not be required to terminate the credit , loan or other financial service contract when this can be reasonably expected to cause substantial prejudice to the entity to whom that service is being provided. ### deleted


### 1. member states shall ensure that companies take appropriate measures to bring actual adverse impacts that have been , or should have been , identified pursuant to article 6 to an end , in accordance with paragraphs 2 to 6 of this article. ### 1. member states shall ensure that companies take appropriate , proportionate and risk-based measures to bring actual adverse impacts that have been , or should have been , identified pursuant to article 6 to an end , in accordance with paragraphs 2 to 6 of this article.


### 1. member states shall ensure that companies take appropriate measures to bring actual adverse impacts that have been , or should have been , identified pursuant to article 6 to an end , in accordance with paragraphs 2 to 6 of this article. ### 1. member states shall ensure that companies take appropriate measures to bring actual adverse impacts that have been , identified pursuant to article 6 to an end , in accordance with paragraphs 2 to 6 of this article.


### 2. where the adverse impact cannot be brought to an end , member states shall ensure that companies minimise the extent of such an impact. ### 2. where the adverse impact cannot be brought to an end , member states shall ensure that companies seek to minimise the extent of such an impact.


### neutralise the adverse impact or minimise its extent , including by the payment of damages to the affected persons and of financial compensation to the affected communities. the action shall be proportionate to the significance and scale of the adverse impact and to the contribution of the company’s conduct to the adverse impact; ### seek to neutralise the adverse impact or to minimise its extent , including by the payment of damages to the affected persons and of financial compensation to the affected communities. the action shall be proportionate to the significance and scale of the adverse impact and to the contribution of the company’s own conduct to the actual adverse impact;


### neutralise the adverse impact or minimise its extent , including by the payment of damages to the affected persons and of financial compensation to the affected communities. the action shall be proportionate to the significance and scale of the adverse impact and to the contribution of the company’s conduct to the adverse impact; ### neutralise the adverse impact or minimise its extent , including by the payment of damages caused by the company to the affected persons. the action shall be proportionate to the significance and scale of the adverse impact caused by the company;


### neutralise the adverse impact or minimise its extent , including by the payment of damages to the affected persons and of financial compensation to the affected communities. the action shall be proportionate to the significance and scale of the adverse impact and to the contribution of the company’s conduct to the adverse impact; ### neutralise the adverse impact or minimise its extent. the action shall be proportionate to the significance and scale of the adverse impact and to the contribution of the company’s conduct to the adverse impact;


### seek contractual assurances from a direct partner with whom it has an established business relationship that it will ensure compliance with the code of conduct and , as necessary , a corrective action plan , including by seeking corresponding contractual assurances from its partners , to the extent that they are part of the value chain (contractual cascading). when such contractual assurances are obtained , paragraph 5 shall apply. ### seek contractual assurances from a direct partner with whom it has an established business relationship at the first tier in the supply chain that it will ensure compliance with the code of conduct and , as necessary , a corrective action plan. when such contractual assurances are obtained , paragraph 5 shall apply.


### seek contractual assurances from a direct partner with whom it has an established business relationship that it will ensure compliance with the code of conduct and , as necessary , a corrective action plan , including by seeking corresponding contractual assurances from its partners , to the extent that they are part of the value chain (contractual cascading). when such contractual assurances are obtained , paragraph 5 shall apply. ### seek contractual assurances from a direct partner with whom it has an established business relationship that it will ensure compliance with the code of conduct and , as necessary , a corrective action plan. when such contractual assurances are obtained , paragraph 5 shall apply.


### seek contractual assurances from a direct partner with whom it has an established business relationship that it will ensure compliance with the code of conduct and , as necessary , a corrective action plan , including by seeking corresponding contractual assurances from its partners , to the extent that they are part of the value chain (contractual cascading). when such contractual assurances are obtained , paragraph 5 shall apply. ### seek contractual assurances from a direct partner with whom it has a direct established business relationship that it will ensure compliance with the rules and principles of due diligence and , as necessary , a corrective action plan , including by seeking corresponding contractual assurances from its partners , to the extent that they are part of the supply chain (contractual cascading). when such contractual assurances are obtained , paragraph 5 shall apply.


### seek contractual assurances from a direct partner with whom it has an established business relationship that it will ensure compliance with the code of conduct and , as necessary , a corrective action plan , including by seeking corresponding contractual assurances from its partners , to the extent that they are part of the value chain (contractual cascading). when such contractual assurances are obtained , paragraph 5 shall apply. ### seek contractual assurances from a direct partner with whom it has an established business relationship that it will ensure compliance with the code of conduct and , as necessary , a corrective action plan , including by seeking corresponding contractual assurances from its partners , to the extent that they are part of the supply chain (contractual cascading). when such contractual assurances are obtained , paragraph 5 shall apply.


### provide targeted and proportionate support for an sme with which the company has an established business relationship , where compliance with the code of conduct or the corrective action plan would jeopardise the viability of the sme; ### provide targeted and proportionate support for an sme with which the company has an established business relationship , in order to ensure compliance with the code of conduct or the corrective action plan;


### provide targeted and proportionate support for an sme with which the company has an established business relationship , where compliance with the code of conduct or the corrective action plan would jeopardise the viability of the sme; ### provide targeted and proportionate support for an sme with which the company has an established business relationship;


### provide targeted and proportionate support for an sme with which the company has an established business relationship , where compliance with the code of conduct or the corrective action plan would jeopardise the viability of the sme; ### deleted


### in compliance with union law including competition law , collaborate with other entities , including , where relevant , to increase the company’s ability to bring the adverse impact to an end , in particular where no other action is suitable or effective. ### deleted


### 4. as regards actual adverse impacts that could not be brought to an end or adequately mitigated by the measures in paragraph 3 , the company may seek to conclude a contract with a partner with whom it has an indirect relationship , with a view to achieving compliance with the company’s code of conduct or a corrective action plan. when such a contract is concluded , paragraph 5 shall apply. ### deleted


### the contractual assurances or the contract shall be accompanied by the appropriate measures to verify compliance. for the purposes of verifying compliance , the company may refer to suitable industry initiatives or independent third-party verification. ### the contractual assurances or the contract shall be accompanied by the appropriate , proportionate and risk-based measures to verify compliance. for the purposes of verifying compliance , the company may refer to suitable industry initiatives or independent third-party verification.


### the contractual assurances or the contract shall be accompanied by the appropriate measures to verify compliance. for the purposes of verifying compliance , the company may refer to suitable industry initiatives or independent third-party verification. ### the contractual assurances shall be accompanied by the appropriate measures to verify compliance. for the purposes of verifying compliance , the company may refer to suitable industry initiatives or independent third-party verification.


### the contractual assurances or the contract shall be accompanied by the appropriate measures to verify compliance. for the purposes of verifying compliance , the company may refer to suitable industry initiatives or independent third-party verification. ### the contractual assurances or the contract shall be accompanied by the appropriate measures agreed upon to verify possible compliance. for the purposes of verifying compliance , the company may refer to all of the initiatives it considers suitable in the circumstances.


### when contractual assurances are obtained from , or a contract is entered into , with an sme , the terms used shall be fair , reasonable and non-discriminatory. where measures to verify compliance are carried out in relation to smes , the company shall bear the cost of the independent third-party verification. ### when contractual assurances are obtained from , or a contract is entered into , with an sme , the terms used shall be fair , reasonable and non-discriminatory , with particular attention being paid to the different bargaining power and more limited resources of smes. where measures to verify compliance are carried out in relation to smes , the company shall bear the cost of the independent third-party verification.


### when contractual assurances are obtained from , or a contract is entered into , with an sme , the terms used shall be fair , reasonable and non-discriminatory. where measures to verify compliance are carried out in relation to smes , the company shall bear the cost of the independent third-party verification. ### when a contract is entered into with an sme , the contractual terms or assurances used shall in all cases be voluntary , agreed , fair , reasonable and non-discriminatory. where voluntary measures to verify compliance are carried out in relation to smes , the company shall bear the cost of the verification.


### as regards actual adverse impacts within the meaning of paragraph 1 that could not be brought to an end or the extent of which could not be minimised by the measures provided for in paragraphs 3 , 4 and 5 , the company shall refrain from entering into new or extending existing relations with the partner in connection to or in the value chain of which the impact has arisen and shall , where the law governing their relations so entitles them to , take one of the following actions: ### as regards actual adverse impacts within the meaning of paragraph 1 that could not be brought to an end or the extent of which could not be minimised by the measures provided for in paragraphs 3 , 4 and 5 , the company shall refrain from entering into new or extending existing relations with that partner at the first tier in the supply chain and shall , where the law governing their relations so entitles them to , take one of the following actions:


### as regards actual adverse impacts within the meaning of paragraph 1 that could not be brought to an end or the extent of which could not be minimised by the measures provided for in paragraphs 3 , 4 and 5 , the company shall refrain from entering into new or extending existing relations with the partner in connection to or in the value chain of which the impact has arisen and shall , where the law governing their relations so entitles them to , take one of the following actions: ### as regards actual adverse impacts within the meaning of paragraph 1 that could not be brought to an end or the extent of which could not be minimised by the measures provided for in paragraphs 3 , 4 and 5 , the company shall refrain from entering into new or extending existing relations with the partner in whose operations the impact has arisen and shall , where the law governing their relations so entitles them to , take one of the following actions:


### as regards actual adverse impacts within the meaning of paragraph 1 that could not be brought to an end or the extent of which could not be minimised by the measures provided for in paragraphs 3 , 4 and 5 , the company shall refrain from entering into new or extending existing relations with the partner in connection to or in the value chain of which the impact has arisen and shall , where the law governing their relations so entitles them to , take one of the following actions: ### as regards actual adverse impacts within the meaning of paragraph 1 that could not be brought to an end or the extent of which could not be minimised by the measures provided for in paragraphs 3 , 4 and 5 , the company may refrain from entering into new or extending existing relations with the partner in connection to or in the value chain of which the impact has arisen and shall , where the law governing their relations so entitles them to , take one of the following actions:


### as regards actual adverse impacts within the meaning of paragraph 1 that could not be brought to an end or the extent of which could not be minimised by the measures provided for in paragraphs 3 , 4 and 5 , the company shall refrain from entering into new or extending existing relations with the partner in connection to or in the value chain of which the impact has arisen and shall , where the law governing their relations so entitles them to , take one of the following actions: ### where a partner has been unable to prevent or mitigate actual adverse impacts due to force majeure or exceptional circumstances beyond its direct control , the company shall not be obliged to refrain from entering into new or extending existing relations with the partner in connection to or in the supply chain of which the adverse impact that could be anticipated in line with existing knowledge arises.


### temporarily suspend commercial relationships with the partner in question , while pursuing efforts to bring to an end or minimise the extent of the adverse impact , or ### deleted


### terminate the business relationship with respect to the activities concerned , if the adverse impact is considered severe. ### deleted


### member states shall provide for the availability of an option to terminate the business relationship in contracts governed by their laws. ### deleted


### member states shall provide for the availability of an option to terminate the business relationship in contracts governed by their laws. ### member states may adapt contracts governed by their laws to include an option to terminate the business relationship.


### 7. by way of derogation from paragraph 6 , point (b) , when companies referred to in article 3 , point (a)(iv) , provide credit , loan or other financial services , they shall not be required to terminate the credit , loan or other financial service contract , when this can be reasonably expected to cause substantial prejudice to the entity to whom that service is being provided. ### deleted


### complaints procedure ### request procedure


### 1. member states shall ensure that companies provide the possibility for persons and organisations listed in paragraph 2 to submit complaints to them where they have legitimate concerns regarding actual or potential adverse human rights impacts and adverse environmental impacts with respect to their own operations , the operations of their subsidiaries and their value chains. ### 1. member states shall ensure that companies provide the possibility for persons and organisations listed in paragraph 2 to submit complaints to them where they are directly and individually affected by an adverse human rights or environmental impact with respect to their own operations , the operations of their subsidiaries and their first-tier suppliers.


### 1. member states shall ensure that companies provide the possibility for persons and organisations listed in paragraph 2 to submit complaints to them where they have legitimate concerns regarding actual or potential adverse human rights impacts and adverse environmental impacts with respect to their own operations , the operations of their subsidiaries and their value chains. ### 1. member states shall ensure that companies provide the possibility for persons and organisations listed in paragraph 2 to submit complaints to the respective companies where they have legitimate concerns regarding actual or potential adverse human rights impacts and adverse environmental impacts with respect to their own operations or to the operations of their subsidiaries.


### 1. member states shall ensure that companies provide the possibility for persons and organisations listed in paragraph 2 to submit complaints to them where they have legitimate concerns regarding actual or potential adverse human rights impacts and adverse environmental impacts with respect to their own operations , the operations of their subsidiaries and their value chains. ### 1. member states shall ensure that companies provide the possibility for persons and organisations listed in paragraph 2 to submit substantiated complaints to them where they have legitimate concerns regarding actual or potential adverse human rights impacts and adverse environmental impacts with respect to their own operations , the operations of their subsidiaries and direct business partners.


### 1. member states shall ensure that companies provide the possibility for persons and organisations listed in paragraph 2 to submit complaints to them where they have legitimate concerns regarding actual or potential adverse human rights impacts and adverse environmental impacts with respect to their own operations , the operations of their subsidiaries and their value chains. ### 1. member states shall ensure that companies provide the possibility for stakeholders listed in paragraph 2 to submit requests to them in writing where they have legitimate concerns regarding actual adverse human rights impacts and adverse environmental impacts , or such impacts that could be anticipated in line with existing knowledge , with respect to their own operations , the operations of their subsidiaries and their direct business relationships.


### 1. member states shall ensure that companies provide the possibility for persons and organisations listed in paragraph 2 to submit complaints to them where they have legitimate concerns regarding actual or potential adverse human rights impacts and adverse environmental impacts with respect to their own operations , the operations of their subsidiaries and their value chains. ### 1. member states shall ensure that companies provide the possibility for persons and organisations listed in paragraph 2 to submit complaints to them where they have legitimate concerns regarding actual or potential adverse human rights impacts and adverse environmental impacts with respect to their own operations , the operations of their subsidiaries and their supply chains.


### persons who are affected or have reasonable grounds to believe that they might be affected by an adverse impact , ### persons who are affected or have reasonable grounds to believe that they might be affected by an adverse impact caused by the company ,


### persons who are affected or have reasonable grounds to believe that they might be affected by an adverse impact , ### stakeholders , as defined in article 3 of this directive , who are affected or have reasonable grounds to believe that they might be affected by an adverse impact ,


### trade unions and other workers’ representatives representing individuals working in the value chain concerned , ### trade unions and other workers’ representatives representing individuals working in the company ,


### trade unions and other workers’ representatives representing individuals working in the value chain concerned , ### trade unions and other workers’ representatives representing individuals working in the value chain concerned , which have legitimate and substantiated concerns


### trade unions and other workers’ representatives representing individuals working in the value chain concerned , ### trade unions and other workers’ representatives representing individuals working in the supply chain concerned ,


### civil society organisations active in the areas related to the value chain concerned. ### civil society organisations active in the areas related to the company's operations.


### civil society organisations active in the areas related to the value chain concerned. ### public and recognized organisations active in the areas related to the supply chain concerned if they have legitimate and substantiated concerns. member states shall define eligibility criteria.


### civil society organisations active in the areas related to the value chain concerned. ### civil society organisations directly active in the areas related to the value chain concerned.


### civil society organisations active in the areas related to the value chain concerned. ### deleted


### civil society organisations active in the areas related to the value chain concerned. ### civil society organisations active in the areas related to the supply chain concerned.


### 3. member states shall ensure that the companies establish a procedure for dealing with complaints referred to in paragraph 1 , including a procedure when the company considers the complaint to be unfounded , and inform the relevant workers and trade unions of those procedures. member states shall ensure that where the complaint is well-founded , the adverse impact that is the subject matter of the complaint is deemed to be identified within the meaning of article 6. ### 3. member states shall ensure that the companies establish a procedure for dealing with complaints referred to in paragraph 1 , including a procedure when the company considers the complaint to be unfounded , and inform the relevant workers and trade unions of those procedures. member states shall ensure that where the complaint is well-founded , the adverse impact that is the subject matter of the complaint is deemed to be identified within the meaning of article 6. member states shall ensure that companies can prioritize their consultations and actions in order to share common resources and information within their respective groups of companies and other legal entities in compliance with applicable rules and competition law.


### 3. member states shall ensure that the companies establish a procedure for dealing with complaints referred to in paragraph 1 , including a procedure when the company considers the complaint to be unfounded , and inform the relevant workers and trade unions of those procedures. member states shall ensure that where the complaint is well-founded , the adverse impact that is the subject matter of the complaint is deemed to be identified within the meaning of article 6. ### 3. member states shall ensure that a procedure is established for dealing with requests referred to in paragraph 1 , including a procedure when the company considers the request to be unfounded. member states shall ensure that where the request is well-founded , the adverse impact that is the subject matter of the complaint is deemed to be identified within the meaning of article 6.


### to meet with the company’s representatives at an appropriate level to discuss potential or actual severe adverse impacts that are the subject matter of the complaint. ### to meet in person or online with the company’s representatives at an appropriate level or their legal representatives to discuss actual severe adverse impacts , or such impacts that could be anticipated in line with existing knowledge , that are the subject matter of the complaint.


### member states shall ensure that companies carry out periodic assessments of their own operations and measures , those of their subsidiaries and , where related to the value chains of the company , those of their established business relationships , to monitor the effectiveness of the identification , prevention , mitigation , bringing to an end and minimisation of the extent of human rights and environmental adverse impacts. such assessments shall be based , where appropriate , on qualitative and quantitative indicators and be carried out at least every 12 months and whenever there are reasonable grounds to believe that significant new risks of the occurrence of those adverse impacts may arise. the due diligence policy shall be updated in accordance with the outcome of those assessments. ### member states shall ensure that companies carry out periodic assessments of their own operations and measures , those of their subsidiaries and , where related to the first tier of their supply chain , those of their established business relationships , to monitor the effectiveness of the identification , prevention , mitigation , bringing to an end and minimisation of the extent of human rights and environmental adverse impacts. such assessments shall be based , where appropriate , on qualitative and quantitative indicators and be carried out at least every 12 months and whenever there are reasonable grounds to believe that significant new risks of the occurrence of those adverse impacts may arise. the due diligence policy shall be updated in accordance with the outcome of those assessments.


### member states shall ensure that companies carry out periodic assessments of their own operations and measures , those of their subsidiaries and , where related to the value chains of the company , those of their established business relationships , to monitor the effectiveness of the identification , prevention , mitigation , bringing to an end and minimisation of the extent of human rights and environmental adverse impacts. such assessments shall be based , where appropriate , on qualitative and quantitative indicators and be carried out at least every 12 months and whenever there are reasonable grounds to believe that significant new risks of the occurrence of those adverse impacts may arise. the due diligence policy shall be updated in accordance with the outcome of those assessments. ### member states shall ensure that companies carry out periodic assessments of their own operations and measures , those of their subsidiaries and , where related to the first link in the supply chains of the company or those of their direct business relationships , where there is a relevant and decisive event or circumstance relating to human rights or the environment. such assessments shall be carried out whenever there are reasonable grounds to believe that significant new risks of the occurrence of those adverse impacts may arise. the due diligence policy may be updated in accordance with the outcome of those assessments.


### member states shall ensure that companies carry out periodic assessments of their own operations and measures , those of their subsidiaries and , where related to the value chains of the company , those of their established business relationships , to monitor the effectiveness of the identification , prevention , mitigation , bringing to an end and minimisation of the extent of human rights and environmental adverse impacts. such assessments shall be based , where appropriate , on qualitative and quantitative indicators and be carried out at least every 12 months and whenever there are reasonable grounds to believe that significant new risks of the occurrence of those adverse impacts may arise. the due diligence policy shall be updated in accordance with the outcome of those assessments. ### member states shall ensure that companies carry out periodic assessments of their own operations and measures , those of their subsidiaries and , where related to the supply chains of the company , those of their established business relationships , to monitor the effectiveness of the identification , prevention , mitigation , bringing to an end and minimisation of the extent of human rights and environmental adverse impacts. such assessments shall be based , where appropriate , on qualitative and quantitative indicators and be carried out at least every 24 months and whenever there are reasonable grounds to believe that significant new risks of the occurrence of those adverse impacts may arise. the due diligence policy shall be updated in accordance with the outcome of those assessments.


### member states shall ensure that companies carry out periodic assessments of their own operations and measures , those of their subsidiaries and , where related to the value chains of the company , those of their established business relationships , to monitor the effectiveness of the identification , prevention , mitigation , bringing to an end and minimisation of the extent of human rights and environmental adverse impacts. such assessments shall be based , where appropriate , on qualitative and quantitative indicators and be carried out at least every 12 months and whenever there are reasonable grounds to believe that significant new risks of the occurrence of those adverse impacts may arise. the due diligence policy shall be updated in accordance with the outcome of those assessments. ### member states shall ensure that companies carry out periodic assessments of their own operations and measures , those of their subsidiaries and , where related to the value chains of the company , those of their established business relationships , to monitor the effectiveness of the identification , prevention , mitigation , bringing to an end and minimisation of the extent of human rights and environmental adverse impacts. such assessments shall be based , where appropriate , on qualitative and quantitative indicators and be carried out at least every 24 months and whenever there are reasonable grounds to believe that significant new risks of the occurrence of those adverse impacts may arise. the due diligence policy shall be updated in accordance with the outcome of those assessments.


### member states shall ensure that companies carry out periodic assessments of their own operations and measures , those of their subsidiaries and , where related to the value chains of the company , those of their established business relationships , to monitor the effectiveness of the identification , prevention , mitigation , bringing to an end and minimisation of the extent of human rights and environmental adverse impacts. such assessments shall be based , where appropriate , on qualitative and quantitative indicators and be carried out at least every 12 months and whenever there are reasonable grounds to believe that significant new risks of the occurrence of those adverse impacts may arise. the due diligence policy shall be updated in accordance with the outcome of those assessments. ### member states shall ensure that companies carry out periodic assessments of their own operations and measures , those of their subsidiaries and , where related to the supply chains of the company , those of their established business relationships , to monitor the effectiveness of the identification , prevention , mitigation , bringing to an end and minimisation of the extent of human rights and environmental adverse impacts. such assessments shall be based , where appropriate , on qualitative and quantitative indicators and be carried out at least every 12 months and whenever there are reasonable grounds to believe that significant new risks of the occurrence of those adverse impacts may arise. the due diligence policy shall be updated in accordance with the outcome of those assessments.


### member states shall ensure that companies carry out periodic assessments of their own operations and measures , those of their subsidiaries and , where related to the value chains of the company , those of their established business relationships , to monitor the effectiveness of the identification , prevention , mitigation , bringing to an end and minimisation of the extent of human rights and environmental adverse impacts. such assessments shall be based , where appropriate , on qualitative and quantitative indicators and be carried out at least every 12 months and whenever there are reasonable grounds to believe that significant new risks of the occurrence of those adverse impacts may arise. the due diligence policy shall be updated in accordance with the outcome of those assessments. ### member states shall ensure that companies carry out periodic assessments of their own operations and measures , those of their subsidiaries and , where related to the value chains of the company , those of their established business relationships , to monitor the effectiveness of the identification , prevention , mitigation , bringing to an end and minimisation of the extent of human rights and environmental adverse impacts. such assessments shall be based , where appropriate , on qualitative and quantitative indicators and be carried out at least every 12 months and whenever there are reasonable grounds to believe that significant new risks of the occurrence of those adverse impacts may arise. the due diligence policy shall be updated in accordance with the outcome of those assessments. monitoring of the environmental impact of an organisation can be carried out , including by organisations outside the eu , by means of a ready-made , voluntary and credible instrument such as the eco-management and audit scheme (emas) , whose functioning is governed by regulation (ec) no 1221/2009 of the european parliament and of the council of 25 november 2009 on the voluntary participation by organisations in a community eco-management and audit scheme (emas) , repealing regulation (ec) no 761/2001 and commission decisions 2001/681/ec and 2006/193/ec. under emas , the company is required to undergo an annual internal audit and a verification audit by an independent body called an environmental verifier. emas furthermore requires the annual publication of an updated environmental statement , which ensures the automatic implementation of the obligation in article 11 of the proposed directive. in view of the above , it is worth considering including regulatory relief or burden reductions for organisations participating in emas within the provisions of the proposed directive , as declared in article 44 of regulation (ec) 1221/2009;


### member states shall ensure that companies that are not subject to reporting requirements under articles 19a and 29a of directive 2013/34/eu report on the matters covered by this directive by publishing on their website an annual statement in a language customary in the sphere of international business. the statement shall be published by 30 april each year , covering the previous calendar year. ### member states shall ensure that companies that are not subject to reporting requirements under articles 19a and 29a of directive 2013/34/eu report on the matters covered by this directive by publishing on their website an annual statement in a language customary in the sphere of international business. the statement shall be published by 30 april each year , covering the previous calendar year which shall not exceed 12 months after the balance sheet date of the financial year for which the statement is drawn up.


### member states shall ensure that companies that are not subject to reporting requirements under articles 19a and 29a of directive 2013/34/eu report on the matters covered by this directive by publishing on their website an annual statement in a language customary in the sphere of international business. the statement shall be published by 30 april each year , covering the previous calendar year. ### member states shall ensure that companies that are not subject to reporting requirements under articles 19a and 29a of directive 2013/34/eu , and in accordance with directive 2016/943/eu , report on the matters covered by this directive by publishing on their website , if they have one , a statement in the official language of the member state in which the due diligence processes laid down in articles 4 and 5 of this directive are carried out.


### member states shall ensure that companies that are not subject to reporting requirements under articles 19a and 29a of directive 2013/34/eu report on the matters covered by this directive by publishing on their website an annual statement in a language customary in the sphere of international business. the statement shall be published by 30 april each year , covering the previous calendar year. ### member states shall ensure that companies that are not subject to reporting requirements under articles 19a and 29a of directive 2013/34/eu report on the matters covered by this directive by publishing on their website an annual statement in the national language and in english. the statement shall be published by 30 april each year , covering the previous calendar year.


### the commission shall adopt delegated acts in accordance with article 28 concerning the content and criteria for such reporting under paragraph 1 , specifying information on the description of due diligence , potential and actual adverse impacts and actions taken on those. ### the commission shall adopt delegated acts in accordance with article 28 concerning the content and criteria for such reporting under paragraph 1 , specifying information on the description of due diligence , potential and actual adverse impacts and actions taken on those. the commission shall develop simplified reporting requirements , in particular for companies referred to in article 2(1)(b) and (2)(b).


### the commission shall adopt delegated acts in accordance with article 28 concerning the content and criteria for such reporting under paragraph 1 , specifying information on the description of due diligence , potential and actual adverse impacts and actions taken on those. ### deleted


### in order to provide support to companies to facilitate their compliance with article 7(2) , point (b) , and article 8(3) , point (c) , the commission shall adopt guidance about voluntary model contract clauses. ### in order to provide support to companies to facilitate their compliance with article 7(2) , point (b) , and article 8(3) , point (c) , the commission shall adopt guidance about voluntary model contract clauses. in the process , the commission shall develop model contracts in close cooperation with industry , and in particular smes , no later than six months after the entry into force of this directive.


### in order to provide support to companies to facilitate their compliance with article 7(2) , point (b) , and article 8(3) , point (c) , the commission shall adopt guidance about voluntary model contract clauses. ### in order to provide support to companies to facilitate their compliance with article 7(2) , point (b) , and article 8(3) , point (c) , the member states may adopt guidance about voluntary model contract clauses.


### in order to provide support to companies or to member state authorities on how companies should fulfil their due diligence obligations , the commission , in consultation with member states and stakeholders , the european union agency for fundamental rights , the european environment agency , and where appropriate with international bodies having expertise in due diligence , may issue guidelines , including for specific sectors or specific adverse impacts. ### in order to provide support to companies or to member state authorities on how companies should fulfil their due diligence obligations , the commission , in appropriate consultation with member states , industry and relevant stakeholders , the european union agency for fundamental rights , the european environment agency , and where appropriate with international bodies having expertise in due diligence , shall issue guidelines , including for specific sectors or specific adverse impacts and focusing on smes.


### in order to provide support to companies or to member state authorities on how companies should fulfil their due diligence obligations , the commission , in consultation with member states and stakeholders , the european union agency for fundamental rights , the european environment agency , and where appropriate with international bodies having expertise in due diligence , may issue guidelines , including for specific sectors or specific adverse impacts. ### in order to provide support to companies or to member state authorities on how companies should fulfil their due diligence obligations , the commission , in consultation with member states , may issue guidelines , including for specific sectors or specific adverse impacts.


### in order to provide support to companies or to member state authorities on how companies should fulfil their due diligence obligations , the commission , in consultation with member states and stakeholders , the european union agency for fundamental rights , the european environment agency , and where appropriate with international bodies having expertise in due diligence , may issue guidelines , including for specific sectors or specific adverse impacts. ### in order to provide support to companies or to member state authorities on how companies should fulfil their due diligence obligations , the commission , in consultation with member states , organisations representing smes’ interests , employers’ organisations and stakeholders , the european union agency for fundamental rights , the european environment agency , and where appropriate with international bodies having expertise in due diligence , may issue guidelines , including for specific sectors or specific adverse impacts.


### 1. member states shall , in order to provide information and support to companies and the partners with whom they have established business relationships in their value chains in their efforts to fulfil the obligations resulting from this directive , set up and operate individually or jointly dedicated websites , platforms or portals. specific consideration shall be given , in that respect , to the smes that are present in the value chains of companies. ### 1. member states shall , in order to provide information and support to companies and the partners with whom they have established business relationships at the first tier of their supply chain in their efforts to fulfil the obligations resulting from this directive , set up and operate individually or jointly dedicated websites , platforms or portals. member states shall provide at least one one-stop shop to take on this support and information role. companies shall be given appropriate advice and guidance at that one-stop shop. specific consideration shall be given , in that respect , to the needs of smes.


### 1. member states shall , in order to provide information and support to companies and the partners with whom they have established business relationships in their value chains in their efforts to fulfil the obligations resulting from this directive , set up and operate individually or jointly dedicated websites , platforms or portals. specific consideration shall be given , in that respect , to the smes that are present in the value chains of companies. ### 1. member states may , in order to provide information and support to companies and the partners with whom they have established direct business relationships in their supply chains in their efforts to fulfil the obligations resulting from this directive , set up and operate individually or jointly dedicated websites , platforms or portals. specific consideration and economic support shall be given , in that respect , to those smes that are obliged to implement due diligence processes because they are part of the supply chain of another company that requires it.


### 1. member states shall , in order to provide information and support to companies and the partners with whom they have established business relationships in their value chains in their efforts to fulfil the obligations resulting from this directive , set up and operate individually or jointly dedicated websites , platforms or portals. specific consideration shall be given , in that respect , to the smes that are present in the value chains of companies. ### 1. member states shall , in order to provide information and support to companies and the partners with whom they have established business relationships in their supply chains in their efforts to fulfil the obligations resulting from this directive , set up and operate individually or jointly dedicated websites , platforms or portals. specific consideration shall be given , in that respect , to the smes that are present in the supply chains of companies.


### 2. without prejudice to applicable state aid rules , member states may financially support smes. ### 2. without prejudice to applicable state aid rules , member states shall financially support smes that are obliged to implement due diligence processes because they are part of the supply chain of another company that requires it.


### 3. the commission may complement member states’ support measures building on existing union action to support due diligence in the union and in third countries and may devise new measures , including facilitation of joint stakeholder initiatives to help companies fulfil their obligations. ### 3. the commission may , in exercising the powers assigned to it , complement member states’ support measures building on existing union action to support due diligence in the union and in third countries.


### 4. companies may rely on industry schemes and multi-stakeholder initiatives to support the implementation of their obligations referred to in articles 5 to 11 of this directive to the extent that such schemes and initiatives are appropriate to support the fulfilment of those obligations. the commission and the member states may facilitate the dissemination of information on such schemes or initiatives and their outcome. the commission , in collaboration with member states , may issue guidance for assessing the fitness of industry schemes and multi-stakeholder initiatives. ### 4. companies may rely on industry schemes and multi-stakeholder initiatives to support the implementation of their obligations referred to in articles 5 to 11 of this directive to the extent that such schemes and initiatives are appropriate to support the fulfilment of those obligations. the commission and the member states shall facilitate the dissemination of information on such schemes or initiatives and their outcome. the commission , in collaboration with member states and industry , shall issue guidance for assessing the fitness of industry schemes and multi-stakeholder initiatives. the commission shall develop a system for formally recognising industry schemes and multi-stakeholder initiatives. compliance with recognised industry schemes and multi-stakeholder initiatives shall create a presumption of compliance with the due diligence requirements under articles 5 to 11. the commission shall publish a schedule of recognised industry schemes and multi-stakeholder initiatives no later than one year after the entry into force of this directive , and shall keep that schedule up to date.


### 4. companies may rely on industry schemes and multi-stakeholder initiatives to support the implementation of their obligations referred to in articles 5 to 11 of this directive to the extent that such schemes and initiatives are appropriate to support the fulfilment of those obligations. the commission and the member states may facilitate the dissemination of information on such schemes or initiatives and their outcome. the commission , in collaboration with member states , may issue guidance for assessing the fitness of industry schemes and multi-stakeholder initiatives. ### 4. companies may rely on industry schemes and multi-stakeholder initiatives to support the implementation of their obligations referred to in articles 5 to 11 of this directive to the extent that such schemes and initiatives are appropriate to support the fulfilment of those obligations. the commission and the member states may facilitate the dissemination of information on such schemes or initiatives and their outcome. the commission , in collaboration with member states , may issue non-binding guidance for assessing the fitness of industry schemes and multi-stakeholder initiatives.


### 1. member states shall ensure that companies referred to in article 2(1) , point (a) , and article 2(2) , point (a) , shall adopt a plan to ensure that the business model and strategy of the company are compatible with the transition to a sustainable economy and with the limiting of global warming to 1.5 °c in line with the paris agreement. this plan shall , in particular , identify , on the basis of information reasonably available to the company , the extent to which climate change is a risk for , or an impact of , the company’s operations. ### deleted


### 1. member states shall ensure that companies referred to in article 2(1) , point (a) , and article 2(2) , point (a) , shall adopt a plan to ensure that the business model and strategy of the company are compatible with the transition to a sustainable economy and with the limiting of global warming to 1.5 °c in line with the paris agreement. this plan shall , in particular , identify , on the basis of information reasonably available to the company , the extent to which climate change is a risk for , or an impact of , the company’s operations. ### 1. member states shall ensure that companies referred to in article 2(1) , point (a) , and article 2(2) , point (a) , shall adopt a plan to ensure that the business model and strategy of the company are compatible with the transition to a sustainable economy and with the limiting of global warming to well below 2 °c , and aiming at 1.5 °c in line with the paris agreement.


### 1. member states shall ensure that companies referred to in article 2(1) , point (a) , and article 2(2) , point (a) , shall adopt a plan to ensure that the business model and strategy of the company are compatible with the transition to a sustainable economy and with the limiting of global warming to 1.5 °c in line with the paris agreement. this plan shall , in particular , identify , on the basis of information reasonably available to the company , the extent to which climate change is a risk for , or an impact of , the company’s operations. ### 1. member states shall ensure that companies referred to in article 2(1) , point (a) , and article 2(2) , point (a) , and covered by the directive of the european parliament and of the council amending directive 2013/34/eu , directive 2004/109/ec , directive 2006/43/ec and regulation (eu) no 537/2014 , as regards corporate sustainability reporting shall adopt the plan mentioned in article 1 point 3 (article 19a point (2) (a) (iii)) of that directive.


### 1. member states shall ensure that companies referred to in article 2(1) , point (a) , and article 2(2) , point (a) , shall adopt a plan to ensure that the business model and strategy of the company are compatible with the transition to a sustainable economy and with the limiting of global warming to 1.5 °c in line with the paris agreement. this plan shall , in particular , identify , on the basis of information reasonably available to the company , the extent to which climate change is a risk for , or an impact of , the company’s operations. ### 1. member states shall ensure that companies referred to in article 2(1) , point (a) , and article 2(2) , point (a) , shall adopt a plan to ensure that the business model and strategy of the company are compatible with the transition to a sustainable economy. this plan shall , in particular , identify , on the basis of information reasonably available to the company , the extent to which climate change is a risk for , or an impact of , the company’s operations.


### 2. member states shall ensure that , in case climate change is or should have been identified as a principal risk for , or a principal impact of , the company’s operations , the company includes emission reduction objectives in its plan. ### deleted


### 3. member states shall ensure that companies duly take into account the fulfilment of the obligations referred to in paragraphs 1 and 2 when setting variable remuneration , if variable remuneration is linked to the contribution of a director to the company’s business strategy and long-term interests and sustainability. ### deleted


### 1. each member state shall designate one or more supervisory authorities to supervise compliance with the obligations laid down in national provisions adopted pursuant to articles 6 to 11 and article 15(1) and (2) (‘supervisory authority’). ### 1. each member state shall designate one or more supervisory authorities to supervise compliance with the obligations laid down in national provisions adopted pursuant to articles 6 to 11 (‘supervisory authority’).


### 1. each member state shall designate one or more supervisory authorities to supervise compliance with the obligations laid down in national provisions adopted pursuant to articles 6 to 11 and article 15(1) and (2) (‘supervisory authority’). ### 1. each member state shall designate one or more supervisory authorities to supervise compliance with the obligations laid down in national provisions adopted pursuant to articles 6 to 11 and article 15(1) and (2) (‘supervisory authority’). furthermore , supervisory authorities should ensure coordination to avoid a multiplication of request and information from a same company , thereby avoiding the need of a single supra-national supervisory authority.


### taking remedial action does not preclude the imposition of administrative sanctions or the triggering of civil liability in case of damages , in accordance with articles 20 and 22 , respectively. ### deleted


### to adopt interim measures to avoid the risk of severe and irreparable harm. ### to adopt interim proportionate measures to avoid the risk of severe and irreparable harm.


### 1. member states shall ensure that natural and legal persons are entitled to submit substantiated concerns to any supervisory authority when they have reasons to believe , on the basis of objective circumstances , that a company is failing to comply with the national provisions adopted pursuant to this directive (‘substantiated concerns’). ### 1. member states shall ensure that natural and legal persons affected by an adverse impact are entitled to submit substantiated concerns to any supervisory authority when they have reasons to believe , on the basis of objective circumstances , that a company is failing to comply with the national provisions adopted pursuant to articles 6 to 11 of this directive (‘substantiated concerns’).


### 1. member states shall ensure that natural and legal persons are entitled to submit substantiated concerns to any supervisory authority when they have reasons to believe , on the basis of objective circumstances , that a company is failing to comply with the national provisions adopted pursuant to this directive (‘substantiated concerns’). ### 1. member states shall ensure that natural and legal persons having , in accordance with national law , a legitimate interest in the matter are entitled to submit substantiated concerns to any supervisory authority when they have reasons to believe , on the basis of objective circumstances , that a company is failing to comply with the national provisions adopted pursuant to this directive (‘substantiated concerns’).


### 2. in deciding whether to impose sanctions and , if so , in determining their nature and appropriate level , due account shall be taken of the company’s efforts to comply with any remedial action required of them by a supervisory authority , any investments made and any targeted support provided pursuant to articles 7 and 8 , as well as collaboration with other entities to address adverse impacts in its value chains , as the case may be. ### 2. in deciding whether to impose sanctions and , if so , in determining their nature and appropriate level , due account shall be taken , where appropriate , of the following non-exhaustive and indicative criteria:


### 2. in deciding whether to impose sanctions and , if so , in determining their nature and appropriate level , due account shall be taken of the company’s efforts to comply with any remedial action required of them by a supervisory authority , any investments made and any targeted support provided pursuant to articles 7 and 8 , as well as collaboration with other entities to address adverse impacts in its value chains , as the case may be. ### 2. in deciding whether to impose sanctions and , if so , in determining their nature and appropriate level , due account shall be taken of the company’s efforts to comply with any remedial action required of them by a supervisory authority , any investments made and any targeted support provided pursuant to articles 7 and 8 , as well as collaboration with other entities to address adverse impacts in its operations , as the case may be.


### 2. in deciding whether to impose sanctions and , if so , in determining their nature and appropriate level , due account shall be taken of the company’s efforts to comply with any remedial action required of them by a supervisory authority , any investments made and any targeted support provided pursuant to articles 7 and 8 , as well as collaboration with other entities to address adverse impacts in its value chains , as the case may be. ### 2. in deciding whether to impose sanctions and , if so , in determining their nature and appropriate level , due account shall be taken of legal provisions applicable in the country where the adverse impact occur and the company’s efforts to comply with any remedial action required of them by a supervisory authority , any investments made and any targeted support provided pursuant to articles 7 and 8 , as well as collaboration with other entities to address adverse impacts in its value chains , as the case may be.


### 2. in deciding whether to impose sanctions and , if so , in determining their nature and appropriate level , due account shall be taken of the company’s efforts to comply with any remedial action required of them by a supervisory authority , any investments made and any targeted support provided pursuant to articles 7 and 8 , as well as collaboration with other entities to address adverse impacts in its value chains , as the case may be. ### 2. in deciding whether to impose sanctions and , if so , in determining their nature and appropriate level , due account shall be taken of the company’s efforts to comply with any remedial action required of them by a supervisory authority , any investments made and any targeted support provided pursuant to articles 7 and 8 , cumulative effects of the different measures and sanctions already imposed on the company as well as collaboration with other entities to address adverse impacts in its supply chains , as the case may be.


### 3. when pecuniary sanctions are imposed , they shall be based on the company’s turnover. ### deleted


### 3. when pecuniary sanctions are imposed , they shall be based on the company’s turnover. ### 3. when pecuniary sanctions are imposed , they shall be based on the severity of infringement.


### they failed to comply with the obligations laid down in articles 7 and 8 and; ### the harm was caused by the company’s own activities and


### as a result of this failure an adverse impact that should have been identified , prevented , mitigated , brought to an end or its extent minimised through the appropriate measures laid down in articles 7 and 8 occurred and led to damage. ### the three classic conditions for civil liability have been met: fault , harm and causal connection.


### as a result of this failure an adverse impact that should have been identified , prevented , mitigated , brought to an end or its extent minimised through the appropriate measures laid down in articles 7 and 8 occurred and led to damage. ### as a result of this failure an adverse impact that should have been identified , prevented , mitigated , brought to an end or its extent minimised through the appropriate measures laid down in articles 7 and 8 occurred and led to damage due to the company's operations.


### notwithstanding paragraph 1 , member states shall ensure that where a company has taken the actions referred to in article 7(2) , point (b) and article 7(4) , or article 8(3) , point (c) , and article 8(5) , it shall not be liable for damages caused by an adverse impact arising as a result of the activities of an indirect partner with whom it has an established business relationship , unless it was unreasonable , in the circumstances of the case , to expect that the action actually taken , including as regards verifying compliance , would be adequate to prevent , mitigate , bring to an end or minimise the extent of the adverse impact. ### deleted


### 3. the civil liability of a company for damages arising under this provision shall be without prejudice to the civil liability of its subsidiaries or of any direct and indirect business partners in the value chain. ### deleted


### 3. the civil liability of a company for damages arising under this provision shall be without prejudice to the civil liability of its subsidiaries or of any direct and indirect business partners in the value chain. ### 3. the civil liability of a company for damages arising under this provision shall be without prejudice to the civil liability of any direct business partners in the value chain.


### 4. the civil liability rules under this directive shall be without prejudice to union or national rules on civil liability related to adverse human rights impacts or to adverse environmental impacts that provide for liability in situations not covered by or providing for stricter liability than this directive. ### 4. the civil liability rules under this directive shall be without prejudice to union or national rules on civil liability related to adverse human rights impacts or to adverse environmental impacts that provide for liability in situations not covered by this directive.


### 5. member states shall ensure that the liability provided for in provisions of national law transposing this article is of overriding mandatory application in cases where the law applicable to claims to that effect is not the law of a member state. ### deleted


### article 24 ### deleted


### article 25 ### deleted


### article 26 ### deleted


### 1. member states shall ensure that directors of companies referred to in article 2(1) are responsible for putting in place and overseeing the due diligence actions referred to in article 4 and in particular the due diligence policy referred to in article 5 , with due consideration for relevant input from stakeholders and civil society organisations. the directors shall report to the board of directors in that respect. ### 1. member states shall ensure that directors of companies referred to in article 2(1) are responsible for putting in place and overseeing the due diligence actions referred to in article 4 and in particular the due diligence policy referred to in article 5. the directors shall report to the board of directors in that respect.


### 2. member states shall ensure that directors take steps to adapt the corporate strategy to take into account the actual and potential adverse impacts identified pursuant to article 6 and any measures taken pursuant to articles 7 to 9. ### deleted


### no later than … [op please insert the date = 7 years after the date of entry into force of this directive] , the commission shall submit a report to the european parliament and to the council on the implementation of this directive. the report shall evaluate the effectiveness of this directive in reaching its objectives and assess the following issues: ### no later than … [op please insert the date = 4 years after the date of entry into force of this directive] , the commission shall submit a report to the european parliament and to the council on the implementation of this directive. the report shall evaluate the effectiveness of this directive in reaching its objectives and assess the following issues:


### whether the thresholds regarding the number of employees and net turnover laid down in article 2(1) need to be lowered; ### whether the thresholds regarding the number of employees and net turnover laid down in article 2(1) need to be adjusted;


### whether the list of sectors in article 2(1) , point (b) , needs to be changed , including in order to align it to guidance from the organisation for economic cooperation and development; ### deleted


### 21. violation of a prohibition or right not covered by points 1 to 20 above but included in the human rights agreements listed in section 2 of this part , which directly impairs a legal interest protected in those agreements , provided that the company concerned could have reasonably established the risk of such impairment and any appropriate measures to be taken in order to comply with the obligations referred to in article 4 of this directive taking into account all relevant circumstances of their operations , such as the sector and operational context. ### deleted


### 21. violation of a prohibition or right not covered by points 1 to 20 above but included in the human rights agreements listed in section 2 of this part , which directly impairs a legal interest protected in those agreements , provided that the company concerned could have reasonably established the risk of such impairment and any appropriate measures to be taken in order to comply with the obligations referred to in article 4 of this directive taking into account all relevant circumstances of their operations , such as the sector and operational context. ### 21. violation of a prohibition or right not covered by points 1 to 20 above but included in the human rights agreements listed in section 2 of this part , which directly impairs a legal interest protected in those agreements , provided that the company concerned could have reasonably avoided such impairment and has failed to comply with the obligations referred to in this directive taking into account all relevant circumstances of their operations , such as the sector and operational context.


### having regard to the treaty on the functioning of the european union , and in particular article 50(1) and (2)(g) and article 114 thereof , ### deleted


### after transmission of the draft legislative act to the national parliaments , ### after transmission of the draft legislative act to the national parliaments , and having regard to the reasoned opinions from the german , czech , french and swedish parliaments ,


### (7) the united nations’ sustainable development goals83 , adopted by all united nations member states in 2015 , include the objectives to promote sustained , inclusive and sustainable economic growth. the union has set itself the objective to deliver on the un sustainable development goals. the private sector contributes to those aims. ### (7) the united nations’ sustainable development goals83 , adopted by all united nations member states in 2015 , include the objectives to promote sustained , inclusive and sustainable economic growth. the union has set itself the objective to deliver on the un sustainable development goals. those goals are voluntary83 a and the private sector is thus not obliged to meet them.


### (7) the united nations’ sustainable development goals83 , adopted by all united nations member states in 2015 , include the objectives to promote sustained , inclusive and sustainable economic growth. the union has set itself the objective to deliver on the un sustainable development goals. the private sector contributes to those aims. ### deleted


### (9) in the european climate law86 , the union also legally committed to becoming climate-neutral by 2050 and to reducing emissions by at least 55% by 2030. both these commitments require changing the way in which companies produce and procure. the commission’s 2030 climate target plan87models various degrees of emission reductions required from different economic sectors , though all need to see considerable reductions under all scenarios for the union to meet its climate objectives. the plan also underlines that “changes in corporate governance rules and practices , including on sustainable finance , will make company owners and managers prioritise sustainability objectives in their actions and strategies.” the 2019 communication on the european green deal88sets out that all union actions and policies should pull together to help the union achieve a successful and just transition towards a sustainable future. it also sets out that sustainability should be further embedded into the corporate governance framework. ### (9) in the european climate law86 , the union also legally committed to becoming climate-neutral by 2050 and to reducing emissions by at least 55% by 2030. this legislation lays down the requirements for fulfilling both commitments. the commission’s 2030 climate target plan87 , which is non-binding , models various degrees of emission reductions required for different economic sectors. the 2019 communication on the european green deal88 sets out that all union actions and policies should pull together to help the union achieve a successful and just transition towards a prosperous future. it also sets out that sustainability should be further embedded into the corporate governance framework , without prejudice to the eu principle of freedom to conduct a business.


### (9) in the european climate law86 , the union also legally committed to becoming climate-neutral by 2050 and to reducing emissions by at least 55% by 2030. both these commitments require changing the way in which companies produce and procure. the commission’s 2030 climate target plan87 models various degrees of emission reductions required from different economic sectors , though all need to see considerable reductions under all scenarios for the union to meet its climate objectives. the plan also underlines that “changes in corporate governance rules and practices , including on sustainable finance , will make company owners and managers prioritise sustainability objectives in their actions and strategies.” the 2019 communication on the european green deal88 sets out that all union actions and policies should pull together to help the union achieve a successful and just transition towards a sustainable future. it also sets out that sustainability should be further embedded into the corporate governance framework. ### (9) in the european climate law86 , the union also legally committed to becoming climate-neutral by 2050 and to reducing net emissions by at least 55% by 2030 compared to 1990 levels. both these commitments require changing the way in which companies produce and procure. the commission’s 2030 climate target plan87 models various degrees of emission reductions required from different economic sectors , though all need to see considerable reductions under all scenarios for the union to meet its climate objectives. the plan also underlines that “changes in corporate governance rules and practices , including on sustainable finance , will make company owners and managers prioritise sustainability objectives in their actions and strategies.” the 2019 communication on the european green deal88 sets out that all union actions and policies should pull together to help the union achieve a successful and just transition towards a sustainable future. it also sets out that sustainability should be further embedded into the corporate governance framework.


### (9) in the european climate law86 , the union also legally committed to becoming climate-neutral by 2050 and to reducing emissions by at least 55% by 2030. both these commitments require changing the way in which companies produce and procure. the commission’s 2030 climate target plan87 models various degrees of emission reductions required from different economic sectors , though all need to see considerable reductions under all scenarios for the union to meet its climate objectives. the plan also underlines that “changes in corporate governance rules and practices , including on sustainable finance , will make company owners and managers prioritise sustainability objectives in their actions and strategies.” the 2019 communication on the european green deal88 sets out that all union actions and policies should pull together to help the union achieve a successful and just transition towards a sustainable future. it also sets out that sustainability should be further embedded into the corporate governance framework. ### (9) in the european climate law86 , the union also legally committed to becoming climate-neutral by 2050 and to reducing emissions by at least 55% by 2030.


### (10) according to the commission communication on forging a climate-resilient europe89presenting the union strategy on adaptation to climate change , new investment and policy decisions should be climate-informed and future-proof , including for larger businesses managing value chains. this directive should be consistent with that strategy. similarly , there should be consistency with the commission directive […] amending directive 2013/36/eu as regards supervisory powers , sanctions , third-country branches , and environmental , social and governance risks (capital requirements directive)90 , which sets out clear requirements for banks’ governance rules including knowledge about environmental , social and governance risks at board of directors level. ### (10) according to the commission communication on forging a climate-resilient europe89 presenting the union strategy on adaptation to the hypothesis of climate change , new investment and policy decisions should take the climate into account , especially for larger businesses managing value chains. this directive is consistent with that strategy. similarly , there should be consistency with the commission directive […] amending directive 2013/36/eu as regards supervisory powers , sanctions , third-country branches , and environmental , social and governance risks (capital requirements directive)90 , which sets out clear requirements for banks’ governance rules including knowledge about environmental , social and governance risks at board of directors level.


### (10) according to the commission communication on forging a climate-resilient europe89 presenting the union strategy on adaptation to climate change , new investment and policy decisions should be climate-informed and future-proof , including for larger businesses managing value chains. this directive should be consistent with that strategy. similarly , there should be consistency with the commission directive […] amending directive 2013/36/eu as regards supervisory powers , sanctions , third-country branches , and environmental , social and governance risks (capital requirements directive)90 , which sets out clear requirements for banks’ governance rules including knowledge about environmental , social and governance risks at board of directors level. ### deleted


### (16) the due diligence process set out in this directive should cover the six steps defined by the oecd due diligence guidance for responsible business conduct , which include due diligence measures for companies to identify and address adverse human rights and environmental impacts. this encompasses the following steps: (1) integrating due diligence into policies and management systems , (2) identifying and assessing adverse human rights and environmental impacts , (3) preventing , ceasing or minimising actual and potential adverse human rights , and environmental impacts , (4) assessing the effectiveness of measures , (5) communicating , (6) providing remediation. ### (16) the due diligence process set out in this directive is based on the six steps defined by the oecd due diligence guidance for responsible business conduct , which include due diligence measures for companies to identify and address adverse human rights and environmental impacts. this encompasses the following steps: integrating due diligence into policies and management systems , (2) identifying and assessing adverse human rights and environmental impacts , (3) preventing , ceasing or minimising actual and potential adverse human rights , and environmental impacts , (4) assessing the effectiveness of measures , (5) communicating , (6) providing remediation in cases where the company may have caused damage.


### (16) the due diligence process set out in this directive should cover the six steps defined by the oecd due diligence guidance for responsible business conduct , which include due diligence measures for companies to identify and address adverse human rights and environmental impacts. this encompasses the following steps: (1) integrating due diligence into policies and management systems , (2) identifying and assessing adverse human rights and environmental impacts , (3) preventing , ceasing or minimising actual and potential adverse human rights , and environmental impacts , (4) assessing the effectiveness of measures , (5) communicating , (6) providing remediation. ### (16) the due diligence process set out in this directive should cover the six steps defined by the oecd due diligence guidance for responsible business conduct , which include due diligence measures for companies to identify and address adverse human rights and environmental impacts. this encompasses the following steps: (1) integrating due diligence into policies and management systems , (2) identifying and assessing adverse human rights and environmental impacts , (3) preventing , ceasing or minimising actual and , based on the state of knowledge , foreseeable adverse human rights , and environmental impacts , (4) assessing the effectiveness of measures , (5) communicating , (6) providing remediation.


### (66) in order to specify the information that companies not subject to reporting requirements under the provisions on corporate sustainability reporting under directive 2013/34/eu should be communicating on the matters covered by this directive , the power to adopt acts in accordance with article 290 of the treaty on the functioning of the european union should be delegated to the commission in respect of determining additional rules concerning the content and criteria of such reporting , specifying information on the description of due diligence , potential and actual impacts and actions taken on those. it is of particular importance that the commission carry out appropriate consultations during its preparatory work , including at expert level , and that those consultations be conducted in accordance with the principles laid down in the interinstitutional agreement of 13 april 2016 on better law-making107. in particular , to ensure equal participation in the preparation of delegated acts , the european parliament and the council receive all documents at the same time as member states' experts , and their experts systematically have access to meetings of commission expert groups dealing with the preparation of delegated acts. ### deleted


### (66) in order to specify the information that companies not subject to reporting requirements under the provisions on corporate sustainability reporting under directive 2013/34/eu should be communicating on the matters covered by this directive , the power to adopt acts in accordance with article 290 of the treaty on the functioning of the european union should be delegated to the commission in respect of determining additional rules concerning the content and criteria of such reporting , specifying information on the description of due diligence , potential and actual impacts and actions taken on those. it is of particular importance that the commission carry out appropriate consultations during its preparatory work , including at expert level , and that those consultations be conducted in accordance with the principles laid down in the interinstitutional agreement of 13 april 2016 on better law-making107. in particular , to ensure equal participation in the preparation of delegated acts , the european parliament and the council receive all documents at the same time as member states' experts , and their experts systematically have access to meetings of commission expert groups dealing with the preparation of delegated acts. ### (66) in order to specify the information that companies not subject to reporting requirements under the provisions on corporate sustainability reporting under directive 2013/34/eu should be communicating on the matters covered by this directive , the power to adopt acts in accordance with article 290 of the treaty on the functioning of the european union should be delegated to the commission in respect of determining additional rules concerning the content and criteria of such reporting , specifying information on the description of due diligence , impacts that could be anticipated in line with existing knowledge and actual impacts and actions taken on those. it is of particular importance that the commission carry out appropriate consultations during its preparatory work , including at expert level , and that those consultations be conducted in accordance with the principles laid down in the interinstitutional agreement of 13 april 2016 on better law-making107. in particular , to ensure equal participation in the preparation of delegated acts , the european parliament and the council receive all documents at the same time as member states' experts , and their experts systematically have access to meetings of commission expert groups dealing with the preparation of delegated acts.


### (70) the commission should assess and report whether new sectors should be added to the list of high-impact sectors covered by this directive , in order to align it to guidance from the organisation for economic cooperation and development or in light of clear evidence on labour exploitation , human rights violations or newly emerging environmental threats , whether the list of relevant international conventions referred to in this directive should be amended , in particular in the light of international developments , or whether the provisions on due diligence under this directive should be extended to adverse climate impacts. ### (70) the commission should assess and report whether the list of relevant international conventions referred to in this directive should be amended , in particular in the light of international developments , or whether the provisions on due diligence under this directive should be extended to adverse climate impacts.


### the manufacture of textiles , leather and related products (including footwear) , and the wholesale trade of textiles , clothing and footwear; ### deleted


### (ii) agriculture , forestry , fisheries (including aquaculture) , the manufacture of food products , and the wholesale trade of agricultural raw materials , live animals , wood , food , and beverages; ### deleted


### 4. member states shall ensure that complainants are entitled ### 4. member states shall ensure that complainants are entitled , where appropriate


### to request appropriate follow-up on the complaint from the company with which they have filed a complaint pursuant to paragraph 1 , and ### to request appropriate follow-up on the complaint from the company to which they have complained under the applicable national law , and


### article 15 ### deleted


### 19. violation of the prohibition to unlawfully evict or take land , forests and waters when acquiring , developing or otherwise use land , forests and waters , including by deforestation , the use of which secures the livelihood of a person in accordance with article 11 of the international covenant on economic , social and cultural rights; ### 19. violation of the prohibition to unlawfully take land , forests and waters when acquiring , developing or otherwise use land , forests and waters , including by deforestation , the use of which secures the livelihood of a person in accordance with article 11 of the international covenant on economic , social and cultural rights;


### 20. violation of the indigenous peoples’ right to the lands , territories and resources which they have traditionally owned , occupied or otherwise used or acquired in accordance with article 25 , 26 (1) and (2) , 27 , and 29 (2) of the united nations declaration on the rights of indigenous peoples; ### deleted


### preventing potential adverse impacts ### addressing potential adverse impacts