Last reviewed: November 2026. This brief summarises the sustainability, ESG disclosure and corporate governance landscape in Italy for boards, sustainability teams and investor-relations professionals. It is an orientation guide, not legal advice.
Rules, thresholds and deadlines change frequently, and several frameworks described here were being revised at the time of writing. Always confirm the current position with the official source (regulator, exchange or ministry) before relying on any requirement.
Overview
Italy is the euro area's third-largest economy and an EU member state, so most of its sustainability rulebook comes from EU law: the Corporate Sustainability Reporting Directive (CSRD) and European Sustainability Reporting Standards (ESRS), the EU Taxonomy, the Sustainable Finance Disclosure Regulation (SFDR) and the European Climate Law. Italy has a large base of family-controlled and mid-cap listed companies, a strong banking and insurance sector, and an active sovereign green bond programme.
For listed companies, the key national instruments are the Consolidated Law on Finance (TUF, Legislative Decree 58/1998), Consob's Issuers' Regulation, Legislative Decree 125/2024 on sustainability reporting and the Corporate Governance Code issued by the Italian Corporate Governance Committee.
Regulators and stock exchange
- Consob – the securities markets regulator. It supervises listed issuers' disclosures, including sustainability reporting, and can impose sanctions.
- Banca d'Italia – the central bank and banking supervisor (working within the ECB's Single Supervisory Mechanism for significant banks). It has published supervisory expectations on climate and environmental risks for the intermediaries it supervises.
- IVASS (insurance) and COVIP (pension funds) supervise their sectors' SFDR and risk-management obligations.
- Borsa Italiana – part of the Euronext group since 2021 – operates Euronext Milan (the main market) and growth markets. It also hosts the secretariat of the Italian Corporate Governance Committee.
ESG / sustainability disclosure requirements
Italy transposed the CSRD through Legislative Decree No. 125 of 6 September 2024, which took effect on 25 September 2024 and replaced Legislative Decree 254/2016 (the former non-financial statement regime). In-scope companies publish a sustainability report inside the management report, prepared under ESRS, with EU Taxonomy (Article 8) disclosures and limited assurance by an authorised provider. Consob updated its Issuers' Regulation in 2025 and publishes monitoring reports on listed companies' sustainability reporting.
The scope has been moving. The EU “stop-the-clock” directive postponed later reporting waves and was implemented in Italy by Law Decree 95/2025. The EU Omnibus I directive, finally adopted in February 2026, narrows CSRD scope to companies with more than 1,000 employees and net turnover above €450 million, and member states must transpose it into national law. First-wave reporters that fall below the new thresholds should check how Italy implements the transitional options.
Financial market participants also report under SFDR, and large banks publish Pillar 3 ESG risk disclosures.
Corporate governance code
The Italian Corporate Governance Code (Codice di Corporate Governance) was approved by the Italian Corporate Governance Committee on 31 January 2020 and applies from the first financial year starting after 31 December 2020. The Committee is promoted by Borsa Italiana and business and investor associations. The Code works on a comply-or-explain basis and makes “sustainable success” – long-term value creation for shareholders, taking into account other relevant stakeholders – the guiding objective of the board. It applies proportionality to smaller and concentrated-ownership companies.
Listed companies publish an annual corporate governance and ownership report (TUF Article 123-bis) and a remuneration report subject to a shareholder vote. The Committee publishes an annual report and a chair's letter with recommendations on how the Code is applied.
Climate commitments
As an EU member state, Italy is bound by the European Climate Law: climate neutrality by 2050 and a net reduction in EU greenhouse gas emissions of at least 55% by 2030 compared with 1990. The EU submits a single NDC for all member states. Italy's national contribution is set out in its Integrated National Energy and Climate Plan (PNIEC), updated in 2024, covering renewables, efficiency and effort-sharing targets. The Ministry of Environment and Energy Security (MASE) leads on climate policy.
Sustainable finance
- BTP Green – Italy's Treasury issued its first sovereign green bond on 3 March 2021 (maturing 2045) under a Green Bond Framework aligned with the ICMA Green Bond Principles, and has expanded the programme since, with annual allocation and impact reports.
- Banking supervision – Banca d'Italia integrates climate and environmental risks into supervision and publishes material on its own sustainable investment approach.
- EU instruments – the EU Taxonomy, SFDR, the EU Green Bond Standard and ESG ratings regulation all apply directly.
Investor relations practice
Italian IR teams typically manage periodic financial reporting, the sustainability report, the corporate governance report and the remuneration report, all of which feed proxy-advisor analysis ahead of the AGM. Slate voting for board elections (lists submitted by shareholders) and the role of minority-shareholder lists are distinctive features; reforms under the 2024 capital markets law changed some board-slate and voting rules, so issuers should check the current TUF text. Engagement with international institutional investors on ESG ratings, climate targets and executive pay is now routine for FTSE MIB companies.
Practical tip: align the narrative across the sustainability report, governance report and investor presentation, because analysts cross-check targets, KPIs and remuneration metrics between them.
What to watch
- Italy's transposition of the Omnibus I amendments and the final simplified ESRS.
- Consob guidance and enforcement priorities on sustainability reporting.
- Transposition of the amended Corporate Sustainability Due Diligence Directive (CSDDD).
- Further reviews of the Corporate Governance Code by the Italian Corporate Governance Committee.
- EU CBAM costs for importers of steel, aluminium, cement, fertilisers and other covered goods.
Official sources
- Consob – home page
- Consob – Sustainable finance
- Italian Corporate Governance Committee (Borsa Italiana)
- Banca d'Italia – sustainability
- MEF Treasury – BTP Green
- European Commission – Corporate sustainability reporting
- European Commission – European Climate Law
Last reviewed: November 2026. Corprise Knowledge Hub briefs are updated periodically; if you notice a change in the rules, check the official source first.
