BRSR And Corporate Liability: A Critical Appraisal

ABSTRACT SEBI introduced the Business Responsibility and Sustainability Reporting in 2021 and it marked an important milestone for India’s corporate when it comes to their governance system. These new rules replaced the erstwhile Business Responsibility Report (BRR). This paper will focus on how far the 2021 rules make the difference and fill the vacuum in comparison to the earlier ones and whether it moves beyond the procedural form and translates it into the real legal responsibility and its effect can be felt per se or not creating any legal liability. The BRSR rules on paper looks to have strengthened transparency in reporting by the corporation of their environmental, social and governance practices but this paper argues that there is over-emphasis on self-reporting and the rules do not talk about taking independent audits nor do they have strong penalties for violations which defeats the purpose of ensuring accountability. The paper would further make an attempt to analyze how the judiciary might interpret the BRSR rules in relation to director’s fiduciary duties, interest of the shareholders and corporate social responsibility. The paper would conclude with suggestions for reforms which could ensure disclosure by the corporations and their accountability. Keywords: BRSR, accountability, sustainability, CSR, SEBI.