The Commission decides to refer Spain and Malta to the Court of Justice of the European Union for failing to transpose the Delegated Directive as regards the adjustments of the size criteria for micro, small, medium-sized and large undertakings or groups

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Today, the European Commission decided to refer Spain and Malta to the Court of Justice of the European Union for failing to transpose the Delegated Directive as regards the adjustments of the size criteria for micro, small, medium-sized and large undertakings or groups (Delegated Directive (EU) 2023/2775).

This Directive aims to update and adapt the criteria to determine the company’s size in the Accounting Directive to the impact of inflation since 2013. This ensures that micro, small and medium-sized enterprises are not being made subject to undue EU financial and sustainability reporting provisions applicable to larger companies and is key to further reducing administrative burden.

Member States were required to transpose this Directive in full by 24 December 2024.To date, most EU Member States have declared complete transposition of the Directive. However, national implementing measures have still not been notified by Spain and Malta.

The Commission sent lettersof formal notice to these Member States on 31 January 2025 and subsequently reasoned opinionson 17 July 2025. The Commission considers that efforts by the national authorities of these Member States have, to date, been insufficient since they have still not notified the Commission of the full transposition of the Directive into their national laws. Therefore, the Commission has decided to refer these cases to the Court of Justice of the EU.

Background

Delegated Directive (EU) 2023/2775 places significant importance on undertakings and groups to ensure they are subject to regulatory obligations proportionate to their actual size.

The transposition of this Directive is crucial for the functioning of the single market, as it ensures consistency and comparability of size categories across the EU, and that undertakings or groups of similar size are subject to the same EU legal obligations, thereby maintaining a level playing field.