UK SRS compliance: comply or explain, statement by statement

From accounting periods beginning on or after 1 January 2027, a listed company in UKLR 6, 14, 15, 16 or 22 must, in its annual financial report, either make disclosures in accordance with UK SRS S2 and S1 or explain what it has not disclosed, why, and the steps it is taking.

It must also say where the disclosures are, whether they were assured, and — in UKLR 6, 16 and 22 — whether it has published a climate transition plan.

Explaining is compliance with the rule; it is not a breach.

No. UK SRS S1 ¶72 allows an explicit and unreserved statement of compliance only where every requirement is met.

The FCA’s draft guidance makes the same point: an issuer that explains it has not met a UK SRS S2 requirement, or not disclosed a UK SRS S1 risk or opportunity, cannot make an unreserved statement of compliance with that Standard.

Using a relief the Standards provide does not break the statement, but its use is disclosed.

Yes.

For the first period of application a listed company may use UK SRS S2 ¶C4 and not disclose Scope 3, stating that it relies on the transitional provision (UKLR TP 16.4R(2)(a) for a UKLR 6 company) and on ¶C4.

No further explanation is needed that year.

From the next period Scope 3 is on comply or explain: disclose it or explain.

No. The rule requires a statement of whether third-party assurance was obtained and, if it was, the provider, what was assured and to what level, the standards used and where the report is.

A company that obtained none says so and need give no reason.

ISSA (UK) 5000 is effective for periods beginning on or after 15 December 2026 if a company chooses to commission assurance.

Single, financial materiality.

UK SRS S1 covers sustainability-related risks and opportunities that could reasonably be expected to affect the entity’s cash flows, access to finance or cost of capital (¶3), and information is material if omitting, misstating or obscuring it could reasonably be expected to influence investors’ and lenders’ decisions (¶18).

There is no threshold.

In the annual financial report, which under DTR 4.1.3R is public within four months of the year end.

The disclosures may be included by cross-reference to another report only on UK SRS S1’s terms (¶¶B45–B47): available on the same terms and at the same time, and not making the whole less understandable.

The rule requires a statement of where the disclosures can be found.

Section 463 of the Companies Act 2006 limits directors’ liability to the company for untrue or misleading statements in the strategic report to cases of knowledge, recklessness or dishonest concealment.

The government has confirmed that it applies to UK SRS disclosures placed in the strategic report.

Disclosures placed elsewhere are not covered unless the section is widened.

Not under the rule.

UKLR 6.6.6R(7A)(b) asks for the requirements not met, the reasons, and any steps the company is taking or plans to take.

The FCA’s draft Technical Note TN 803.1 proposes that no timeframe is required, though one is helpful if known, and that the explanation need not go requirement by requirement.

The draft is open for comment until 28 October 2026.

No UK regulator publishes a timetable, and it depends on the starting point.

The FCA’s Primary Market Bulletin 66 lists nine preparation steps it encourages listed companies to take now.

For most companies the longest pieces are the data behind UK SRS S2 ¶29 — Scope 3 and the asset-level exposure metrics — and scenario analysis where it has to be quantitative.

The FCA published its final rules in PS26/19 on 30 September 2026.

The UK Listing Rules (Sustainability Reporting Standards Disclosure) Instrument 2026 was made by the FCA Board on 24 September 2026 and comes into force on 1 January 2027.

The FCA intends to finalise its guidance on explanations before then and to publish information on its supervisory approach in the second half of 2027.