UK SRS · the rule text
UK SRS legislation analysis: the FCA’s rule, clause by clause
The only law that requires anyone to report against UK SRS is a short piece of FCA rule text, and it rewards a close reading.
This page reads the made instrument limb by limb — UKLR 6.6.6R(7A), (7B) and (8), the guidance beside it and the transitional provisions — and sets each against what the consultation first proposed.
The wider statute book is on UK SRS legislation; this is the text itself.
The instrument
What was made, by whom, and when
The instrument is cited as the UK Listing Rules (Sustainability Reporting Standards Disclosure) Instrument 2026, made by the FCA Board on 24 September 2026 and in force on 1 January 2027.
The Policy Statement prints no FCA instrument number for it, and none should be invented.
Annex A amends the Glossary, Annex B the ESG sourcebook and Annex C the UK Listing Rules.
Paragraph 3.9 lists the amended chapters: UKLR 6.6, 11.4, 14.3, 15.3, 16.3 and 22.2, and ESG 2.2.6R, with transitional provisions in UKLR TP 16 and the ESG sourcebook.
It applies, in the FCA’s words, “on a comply or explain basis”, for accounting periods beginning on or after 1 January 2027.
UK SRS S1 and S2 remain standards; the instrument is what makes a listed company answer to them.
- 30 Jan 2026CP26/5 draft rules
- 24 Sep 2026Instrument made
"By order of the Board".
- 30 Sep 2026Published in PS26/19
- 28 Oct 2026Draft TN 803.1 comments close
- 1 Jan 2027Commencement
Commencement C.
UKLR 6.6.6R(7A)
The UK SRS S2 limb: disclose, or say what, why and what next
Limb (a) is compliance: disclosures “prepared in accordance with” UK SRS S2.
Limb (b) is the explanation, and it has three parts, each of which must be present.
The first is a summary of the requirements not met, so the explanation is organised by UK SRS S2 requirement.
The second is the reasons; the Policy Statement says a proportionate explanation of the company’s reasoning can itself be useful to investors (¶1.3).
The third is the steps the company is taking or plans to take, and the rule sets no timeframe for them.
“Only in part” matters: a company that discloses most of UK SRS S2 but omits one requirement is on limb (b) for that requirement.
“(a) climate-related financial disclosures prepared in accordance with UK SRS S2; or
(b) if a listed company has not made climate-related financial disclosures in accordance with UK SRS S2, or has made the disclosures only in part, a statement setting out: (i) a summary of the UK SRS S2 disclosure requirements that have not been met; (ii) the reasons for not making those disclosures; and (iii) any steps it is taking or plans to take to enable it to make those disclosures in the future;”
UKLR 6.6.6R(7B)
The UK SRS S1 limb: explained by risk, not by requirement
Limb (a) asks for sustainability-related financial disclosures prepared in accordance with UK SRS S1, excluding the climate disclosures already covered by (7A).
Limb (b) applies where the company “has identified any risks or opportunities of the kind described in paragraph 3 of UK SRS S1” but has not disclosed them, or only in part.
Its statement sets out the relevant risks or opportunities not covered and the reasons for not disclosing them.
So the S1 explanation is organised by the risk or opportunity, not by paragraph of the standard; that is the practical difference between the two limbs.
The rule text also carries a limb for a company that has identified no such risks or opportunities, and a third element of the explanation; both extract poorly from the published PDF and should be read in the Handbook from 1 January 2027 before being quoted.
Paragraph 3 of UK SRS S1 is the scope test: risks and opportunities that could reasonably be expected to affect cash flows, access to finance or cost of capital.
UKLR 6.6.6R(8)
Three statements every company in scope makes
Whatever it does under (7A) and (7B), a company in UKLR 6 makes three further statements.
| Limb | What it requires | Note |
|---|---|---|
| (8)(c) | Where the disclosures can be found, "noting that such disclosures may be included by cross-reference to another report published by the entity in accordance with UK SRS S1 Appendix B, paragraphs B45 to B47" | Cross-reference only on the S1 conditions: same terms, same time, not less understandable |
| (8)(d) | Whether third-party assurance was obtained; if so, (i) the provider, (ii) which disclosures and to what level, (iii) the assurance standards, (iv) where any published assurance report is | A statement about assurance, not a duty to obtain it |
| (8)(e) | Whether a climate-related transition plan has been published, in the annual financial report or elsewhere, and where — or why not | Does not apply to UKLR 14 and 15 issuers |
(8)(c) keeps the disclosures in the annual financial report while letting a company point to a separate report, on the terms UK SRS S1 sets.
(8)(d) gives investors the assurance facts without requiring assurance; the FCA says it will keep the case for mandating assurance under review.
(8)(e) is the only transition plan obligation in the FCA’s rules, and it is an obligation to say, not to have.
UKLR 6.6.6A G
Guidance, not a rule
The provision that tells a company which parts of UK SRS S1 matter to its climate disclosures is guidance, marked G.
It lists paragraphs that “may be relevant”, including 10 to 24 on conceptual foundations, 31, 49, 50, 52 and 53 of core content, and 60 to 71 of the general requirements.
The consultation had drafted the same provision as a rule, “6.6.6AR”, with “must apply”.
The difference is real: a rule can be breached; guidance tells a company how the FCA reads the rule.
“When making climate-related financial disclosures in accordance with UKLR 6.6.6R(7A), a listed company is reminded to apply the requirements of UK SRS S1 insofar as they relate to the disclosure of climate-related financial information.”
UKLR TP 16
The reliefs, and the statement that replaces an explanation
The transitional provisions sit in UKLR TP 16; the tail of Appendix 1 says the relief in paragraph C4 of UK SRS S2 “is specified in UKLR TP 16.17R(2)”.
A company using a relief states that it is doing so; paragraph 3.20 says no further explanation is needed during the relief period, because use of the reliefs does not engage the explain rules.
It must still make the location, assurance and transition plan statements.
Paragraph 3.19 lets a company whose period begins before 1 January 2027 adopt early and keep the same reliefs.
When a relief expires nothing becomes mandatory; the matter moves onto comply or explain.
The cohort dates are on the UK SRS timeline.
| Relief | Length | Gone for periods beginning |
|---|---|---|
| Scope 3 non-disclosure (UK SRS S2) | One year from initial application | From 1 January 2028 |
| Non-climate matters (UK SRS S1) | Two years from initial application | From 1 January 2029 |
Beyond UKLR 6
The same limb in the other categories
UKLR 6 carries the model text; the other in-scope categories carry their own versions.
The ESG amendment cross-refers to UKLR 6.6.6R(7A), 14.3.24R(4), 16.3.23R(4) and 22.2.24R(4) — the UK SRS S2 limb for commercial companies, secondary listings, non-equity shares and the transition category.
Depositary receipt issuers in UKLR 15 are brought in through UKLR 15.3.
The ESG sourcebook already shows a future version from 1 January 2027, and the listing chapters are in the UK Listing Rules.
The overseas angle is on overseas companies and UK SRS.
Draft against final
What CP26/5 drafted, and what was made
| Point | CP26/5 draft (30 January 2026) | Made rule (24 September 2026) |
|---|---|---|
| UK SRS S2 | Mandatory, excluding Scope 3 | Comply or explain — UKLR 6.6.6R(7A) |
| UK SRS S1 | Comply or explain | Comply or explain — UKLR 6.6.6R(7B) |
| UKLR 14 and 15 | A signposting statement | Comply or explain against UK SRS |
| Which S1 paragraphs apply to climate | A rule, "6.6.6AR" | Guidance, UKLR 6.6.6A G |
| Early adopters | Would lose the reliefs | Keep the reliefs (¶3.19) |
| Transition plan | Say whether one is published | Say whether published and where, or why not — UKLR 6.6.6R(8)(e) |
| Assurance | A statement | A statement: provider, scope, level, standards, report location — (8)(d) |
Every change between draft and final moved in the same direction: towards comply or explain.
The consultation’s own paper is still live and still reads as it was published; quote it as the draft, not as the rule.
The practical checklist that follows from the made text is on UK SRS compliance.
Company law
Where the rule meets the Companies Act
The instrument is a listing rule; it creates no Companies Act duty and amends no statute.
A listed company inside section 414CA meets its Companies Act climate disclosures through UK SRS S2 by the section 414CB(6) route, which the government response confirmed.
The strategic report itself comes from Chapter 4A of Part 15, inserted by SI 2013/1970, and that is where the section 463 safe harbour applies.
What UK SRS is, and how it came to be, is on what is UK SRS.
Enforcement
Enforcement: section 91, not section 206
A breach of the rule is a breach of listing rules, and section 91(1) of the Financial Services and Markets Act 2000 lets the FCA impose a penalty on the issuer.
Section 91(2) reaches a director knowingly concerned in the contravention.
Section 206 is the penalty power over authorised firms; it is not the route for a listed company’s reporting.
The FRC’s enforcement procedures concern audit; its reach over annual reports is the Corporate Reporting Review, which has resolved every case voluntarily.
Because the rule is comply or explain, the enforcement question is usually whether an explanation meets limb (b), not whether disclosures were made.
Still open
What is still draft
The rule is final; the FCA’s guidance on applying it is not.
Paragraph 1.9 says the FCA is consulting on Technical Note 803.1, updates to TN 801.4 and the deletion of TN 802.3, in Primary Market Bulletin 66, with feedback by 28 October 2026.
It aims to finalise the guidance before 1 January 2027, holds a webinar on 19 October 2026, and plans supervisory information in the second half of 2027, according to the Policy Statement page.
Until the technical note is final, what a “proportionate” explanation contains is the FCA’s draft view, not its settled one.
Frequently asked
Questions people ask
What is the legal instrument that brings UK SRS into force for listed companies?
The UK Listing Rules (Sustainability Reporting Standards Disclosure) Instrument 2026, made by the FCA Board on 24 September 2026, published in PS26/19 on 30 September 2026, and in force on 1 January 2027.
The Policy Statement gives it no FCA instrument number.
It amends the Glossary, the ESG sourcebook and the UK Listing Rules.
What does UKLR 6.6.6R(7A) require?
Either climate-related financial disclosures prepared in accordance with UK SRS S2, or, if the company has not made them or has made them only in part, a statement setting out a summary of the UK SRS S2 requirements not met, the reasons for not making those disclosures, and any steps it is taking or plans to take to make them in the future.
The rule asks for steps but sets no timeframe for them.
How does the UK SRS S1 limb differ from the S2 limb?
The explanation is framed differently.
Under UKLR 6.6.6R(7B) a company that has identified sustainability-related risks or opportunities of the kind in UK SRS S1 paragraph 3 but not disclosed them explains by reference to those risks or opportunities.
Under the S2 limb it summarises the requirements not met.
S1 is explained topic by topic; S2 requirement by requirement.
Is UKLR 6.6.6A a rule?
No, it is guidance.
UKLR 6.6.6A G reminds a company to apply UK SRS S1 insofar as it relates to climate disclosures and lists paragraphs that may be relevant, including paragraphs 10 to 24 and 60 to 71.
The consultation had drafted it as a rule that companies must apply; the made provision is guidance.
What must a listed company say about assurance?
Under UKLR 6.6.6R(8)(d), whether it has obtained third-party assurance over its UK SRS disclosures or explanations and, if it has, the provider's name, which disclosures were assured and to what level, the assurance standards used, and where any published assurance report can be found.
Obtaining assurance is not required.
Do the transitional reliefs need to be explained?
No. A company using the one-year Scope 3 relief or the two-year UK SRS S1 relief states that it is using the relief; PS26/19 paragraph 3.20 says no further explanation is required during the relief period, because use of the reliefs does not engage the explain rules.
Early adopters keep the same reliefs.
What happens if a listed company breaches the rule?
The FCA may impose a penalty under section 91 of the Financial Services and Markets Act 2000 on an issuer that contravenes the listing rules, and on a director knowingly concerned in the contravention.
A company that explains in the form the rule requires is complying with it.
Is the FCA's guidance on comply or explain final?
No. Draft Technical Note 803.1, in Primary Market Bulletin 66, is out for comment until 28 October 2026, alongside updates to TN 801.4 and the deletion of TN 802.3.
The FCA aims to finalise the guidance before the rules come into force.
Sources
Primary sources
Every figure, date and status on this page traces to the instrument’s owner.
Secondary commentary is never the source for a number.
- Financial Conduct AuthorityPS26/19 (PDF), Appendix 1 — UK Listing Rules (Sustainability Reporting Standards Disclosure) Instrument 2026
Annex C: UKLR 6.6.6R(7A), (7B), (8)(c)–(e); UKLR 6.6.6A G; UKLR 14.3.24R(4), 16.3.23R(4), 22.2.24R(4); UKLR TP 16. ¶¶1.2, 1.9, 3.9, 3.12, 3.14, 3.19, 3.20, 3.23, 3.24.
- Financial Conduct AuthorityPS26/19: Aligning listed issuers' sustainability disclosures with international standards
Landing page: published 30 September 2026; webinar 19 October 2026.
- Financial Conduct AuthorityCP26/5 (PDF)
The draft rules the instrument finalised: mandatory S2 less Scope 3; 6.6.6AR as a rule; signposting for UKLR 14 and 15.
- Financial Conduct AuthorityFCA Handbook — UK Listing Rules (UKLR)
- Financial Conduct AuthorityFCA Handbook — ESG 2.2
The ESG 2.2.6R cross-reference moves to the new limbs from 1 January 2027.
- Department for Business and TradeUK SRS S1 (PDF), ¶¶3, 10–24, 60–71, B45–B47
The paragraphs the rule and its guidance point at.
- Department for Business and TradeUK SRS S2 (PDF), ¶C4
The Scope 3 relief whose period UKLR TP 16.17R(2) specifies.
- Department for Business and TradeUK Sustainability Reporting Standards: UK SRS S1 and UK SRS S2
- Department for Business and TradeGovernment response to the consultation on UK SRS (web version)
- legislation.gov.ukFSMA 2000, section 91
Penalties for breach of listing rules; s.91(2) directors knowingly concerned.
- legislation.gov.ukFSMA 2000, section 206
Authorised persons — not the listing power.
- legislation.gov.ukCompanies Act 2006, Part 15 Chapter 4A
The strategic report.
- legislation.gov.ukCompanies Act 2006, section 414CB(6)
- legislation.gov.ukSI 2013/1970 — the strategic report regulations
- Financial Reporting CouncilEnforcement procedures
Audit enforcement; documents reissued in 2026.
- Financial Reporting CouncilCorporate Reporting Review — operating procedures