CHILE Law and Practice Contributed by: Franco Acchiardo, Francisca Castro, Hugo Prieto and Manuel Diumenjo, Clyde & Co Chile
2.2 ESG Considerations In Chile, ESG reporting requirements have become more robust, particularly for publicly listed companies, following the issuance of Gen - eral Rule No. 461 by the CMF. This regulation requires that ESG-related disclosures be inte - grated into the Annual Report ( Memoria Anual ). Key ESG reporting components include: Corporate Governance Practices Companies must disclose how they evaluate and ensure compliance with internal governance practices, highlighting mechanisms for transpar - ency, board composition, executive compensa - tion and internal control systems. Environmental Sustainability Disclosures must address environmental risk management strategies, climate-related risks and opportunities, carbon neutrality goals and sustainability practices along the supply chain. These align with TCFD recommendations and international best practices. Social and Human Rights Policies The report must detail how the company addresses social impact, labour practices, community engagement and respect for human rights within its operations and business rela - tionships. Conflict of Interest Policies Entities must explain how they identify and man - age potential conflicts of interest across their operations, particularly in decision-making pro - cesses. Research and Development Companies are required to disclose their invest - ments in innovation and technology, showcas -
ing their commitment to long-term value creation and competitiveness. Diversity and Inclusion ESG disclosures must include the company’s diversity and inclusion policies, gender repre - sentation on boards and in management, and actions taken to promote inclusive workplace practices. CMF’s General Rule No. 461 requires compa - nies to align their ESG disclosures with the Sus - tainability Accounting Standards Board (SASB) standards. These are industry-specific, identify - ing sustainability-related issues most relevant to investor decision-making across 77 industries. Each standard includes disclosure topics and associated metrics tailored to the specific sus - tainability risks and opportunities of that indus - try. 3. Management of the Company 3.1 Bodies or Functions Involved in Governance and Management In Chile, corporate governance and management are typically structured around three core bod - ies, each with distinct responsibilities to ensure effective oversight and operational control. Shareholders’ Meeting This is the highest decision-making authority within a company. Shareholders vote on key corporate matters, such as the appointment or removal of board members, approval of finan - cial statements, profit distribution, mergers or spin-offs, and amendments to the company’s by-laws.
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