What’s the issue?

Information about sustainability-related opportunities helps investors to understand a company’s transition plans, strategy and prospects. Proposals1 from the International Sustainability Standards Board (ISSB) would require companies to disclose information about how they identify, assess and manage sustainability-related opportunities, and also how these opportunities are governed, how they impact strategy and the business model, their financial effects and related metrics and targets.

The ISSB’s analysis of feedback showed that preparers were concerned about needing to disclose commercially sensitive information as part of these requirements.

The ISSB's exemption would allow companies to exclude commercially sensitive information about sustainability-related opportunities in limited circumstances – requiring useful disclosure for investors while protecting the company’s information.

Rani Kamaruddin
Partner, ESG Advisory
KPMG China

Rani Kamaruddin
Partner, ESG Advisory
KPMG China

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What was proposed?

The proposals do not include any provisions to exclude material information on the basis that it is commercially sensitive.

Read our guide for further details on the proposed disclosure requirements. 

What’s the ISSB’s latest thinking?

The ISSB agreed to include a narrow-scope exemption from providing commercially sensitive information about sustainability-related opportunities. There would be no similar exemption relating to sustainability-related risks.

The exemption would be available only when:

  • disclosure of a specific piece of information would be expected to seriously prejudice the economic benefits a company could realise from an opportunity; 
  • the company has a competitive advantage because the information is not publicly available; and
  • the information is not already publicly available – e.g. via investor presentations or marketing materials.

When companies are considering taking the exemption, they would be required to consider if they could resolve the issue by providing less granular information or disclosing in a different way.

If this cannot be achieved, then a company could exclude information provided that it:

  • can identify a specific reason for non-disclosure; and
  • discloses that it has taken the exemption for that piece of information.

Companies would reassess at each reporting date whether the exemption remains appropriate.

What’s the impact?

This exemption would protect companies’ commercially sensitive information about sustainability-related opportunities. At the same time, it would provide investors with information about opportunities to understand how they impact the company’s prospects.

Companies will need to set up a process to assess what information would meet the exemption criteria and to consider whether they could otherwise disclose the content at an aggregated level.

The exemption relates to opportunities only – no exemption is proposed for information about sustainability-related risks. Companies would need to structure disclosures carefully, for example where:

  • this would create a disconnect between information on sustainability-related risks and any related opportunities; or 
  • information on a specific risk would be required in sustainability-related financial information but not in the financial statements.

Actions for management

  • Understand the proposals for disclosing information about opportunities. See our detailed guide.
  • Consider the process needed on an ongoing basis to identify, review and assess pieces of information that are commercially sensitive and relate to opportunities.
  • Identify instances where commercially sensitive opportunities are connected to relevant risks. Consider how to disclose information about these risks. 

How did we get here?


Document version Reference
Proposed IFRS S1 ED/2022/S1 Published 31 March 2022
Proposed IFRS S2


Published 31 March 2022
ISSBTM Board meeting: 17-19 January 2023; Frankfurt

AP3D Commercially sensitive information about opportunities

Meeting summary

The ISSB agreed that companies would be given an exemption in limited circumstances from disclosing commercially sensitive information about opportunities

1 Proposed IFRS S1 General Requirements for Disclosure of Sustainability-related Financial Information and proposed IFRS S2 Climate-related Disclosures.


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