Governance Briefing — May 31, 2025

Executive briefing: Chile’s Financial Market Commission (CMF) issued General Rule 461, requiring listed companies, banks, and insurers to include sustainability and corporate governance information within their annual reports for fiscal years beginning 2024. For calendar-year entities, the inaugural report is due by 31 May 2025, reflecting board-approved governance practices and ESG performance.

Key governance signals

• Board leadership disclosure. CMF requires detail on board oversight of sustainability, committee mandates, and how directors evaluate ESG risks.
• Strategy and metrics transparency. Companies must report material ESG risks, opportunities, goals, and progress metrics, aligning with international frameworks such as TCFD and SASB.
• Stakeholder due diligence emphasised. The rule asks for descriptions of stakeholder engagement, supply chain due diligence, and remediation actions overseen by the board.

Action checklist

• Coordinate board and committee reviews of the sustainability chapter before May submission, capturing challenge logs and follow-up actions.
• Integrate risk management and ESG data systems to support quantitative metrics and ensure consistency with financial statements.
• Disclose stakeholder engagement outcomes, including indigenous community consultations and supply chain audits, and tie them to board decisions.

Sources

• CMF General Rule No. 461
• CMF Press Release on Sustainability Reporting Requirements (November 2022)

Zeph Tech assists Chilean boards with integrated reporting governance, ESG data readiness, and committee workflow design for the inaugural May 2025 deadline.

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