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Narrative reporting areas of focus

The FRC continues to find areas for improvement with regards to the strategic report and the non-financial information statement as indicated in its Annual Review of Corporate Reporting.  Challenges will continue to be raised where these are not a fair, balanced and comprehensive representation of the performance and position of the business and where the non-financial information statement provides cross references to information elsewhere in the annual report which does not contain the required information.

Regulatory focus has highlighted how central the Section 172 statement is to UK reporting. This has been amplified by the COVID-19 pandemic, with investors asking for information that is company-specific and describes how the directors have engaged with stakeholders to understand the relevant issues, and how they have had regard to those issues in their decisions and strategy. In particular, investors are interested in how the directors have balanced the short-term financial threats with the longer-term business resilience.

The FRC indicates, in its year end letter to Audit Committee Chairs and Finance Directors, that many companies are failing to explain how their directors discharged their section 172 duty and in particular the responsibility to have regard to the consequences of decisions in the long term. Additionally whilst companies are reporting on the methods of engagement with stakeholders they are not reflecting how the feedback affected decision making. Some companies are treating the statement as one of compliance. 

The FRC encourages companies to disclosure:

  • The effectiveness and outcomes of their engagement.
  • The oversight that boards have over delegated engagement.
  • How feedback has been used within the decision-making process.
  • Difficult decisions, rather than just focusing on positive engagement.
  • How stakeholders are considered strategically and how such consideration is contributing to companies’ long-term success.
  • Implications of the decisions on both long-term success and on stakeholders themselves.

The FRC has published a set of tips intended to help companies consider what content to include in a Section 172 statement, how to present it and how to facilitate the process of preparing the statement.

2020 sees companies having to comply with the Companies (Directors' Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018 - the Streamlined Energy and Carbon Reporting Regulations - for the first time.  These Regulations broaden greenhouse gas reporting and energy efficiency disclosure requirements in the directors’ report for quoted companies and extend this reporting requirement to large unquoted companies and LLPs with at least 250 employees or annual turnover greater than £36m and a balance sheet total (gross assets) greater than £18m.  They are effective for financial periods beginning on or after 1 April 2019.  The Department for Business, Energy and Industrial Strategy (BEIS) has published guidance to assist companies to comply.

Below is a comprehensive collection of resources — organised chronologically — on narrative reporting areas of focus.  Click for direct access to specific narrative reporting resources:

Related Resources

The Bruce Column — Where the Financial Reporting Council goes from here

12 Apr 2018

To say that the Financial Reporting Council has been under fire recently would be an understatement. Corporate scandals, as ever, do occur. But behind the scenes efforts to strengthen the UK’s corporate governance Code continue. Robert Bruce, our regular columnist, has interviewed Paul George, the FRC’s Executive Director, Corporate Governance and Reporting, to find out what the future may hold.

FRC publishes Strategy for 2018/21

27 Mar 2018

The Financial Reporting Council (FRC) has published its three year strategy for 2018/21 and its budget and levy proposals for the 2018/19 financial year.

FRC reminds Boards of companies in the construction and business support services sectors of their reporting obligations

30 Jan 2018

The Financial Reporting Council (FRC) has published reminders to Boards of companies in the construction and business support services sectors of their reporting obligations. Although the FRC guidance is directed at one sector, in the light of the collapse of Carillion, the FRC states it is also relevant to other companies.

FRC publishes Strategy for 2018/21

19 Dec 2017

The Financial Reporting Council (FRC) has published its three year strategy for 2018/21 and its draft budget and levy proposals for the 2018/19 financial year.

FRC consults on a new-style UK Corporate Governance Code

05 Dec 2017

The Financial Reporting Council (FRC) has today published a new-style UK Corporate Governance Code for consultation together with revised Guidance on Board Effectiveness and some questions on the future of the Stewardship Code.

FRC to delay finalisation of Strategic Report guidance

04 Dec 2017

The Financial Reporting Council (FRC) has today announced that it is to delay the publication of its amended Guidance on the Strategic Report (“the Guidance”) until after the government has announced its legislative changes in respect of reporting on section 172.

FRC’s Financial Reporting Lab issues report on risk and viability reporting

28 Nov 2017

The Financial Reporting Council’s (FRC’s) Financial Reporting Lab (“the Lab”) has published a report on risk and viability reporting. The report seeks to understand the views of companies and investors participating in the project on the key attributes of principal risk and viability reporting, their value and use. The report also provides illustrative examples of the types reporting that investors favour in this area.

Accounting Roundup - Closing Out 2017

27 Nov 2017

Closing out 2017 discusses the significant corporate reporting issues relevant to 31 December 2017 annual reports, covering areas of regulatory focus identified in the FRC’s Annual Review of Corporate Reporting 2016/2017, ESMA’s common enforcement priorities for issuers in the European Union together with developments in reporting standards and areas of investor interest.

Governance in brief — FRC issues advice on annual reports for 2017/18 reporting season

26 Oct 2017

During October the Financial Reporting Council (FRC) issued its 2016/17 Annual Review of Corporate Reporting and its annual letter to FTSE 350 finance directors and audit committee chairs. This edition of Governance in brief explores the findings in the Corporate Reporting Review (CRR) annual report, the recommendations in the FRC’s year-end advice letter to preparers and the aspects of financial statements and broader corporate reporting that the FRC is looking to companies to focus on in the coming year.

The Parker Review Committee publishes its final report on the ethnic diversity of UK boards

24 Oct 2017

The Parker Review Committee has published its final report on the ethnic diversity of UK boards

We comment on the FRC's consultation - Draft amendments to Guidance on the Strategic Report - Non-financial reporting

23 Oct 2017

We have published our comment letter on the Financial Reporting Council's (FRC's) consultation on amendments to its Guidance on the Strategic Report.

Deloitte Comment Letter on the FRC's consultation - Draft amendments to Guidance on the Strategic Report - Non-financial reporting

23 Oct 2017

We have published our comment letter on the Financial Reporting Council's (FRC's) consultation on amendments to its Guidance on the Strategic Report.

FRC publishes findings on the quality of corporate reporting in 2016/2017

23 Oct 2017

The Financial Reporting Council (FRC) has published its Annual Review of Corporate Reporting 2016/2017, which provides the FRC's assessment of corporate reporting in the UK based on evidence from a variety of sources, including the work of the FRC's own Corporate Reporting Review (CRR) team.

UK government consults on a streamlined approach to energy and carbon reporting

16 Oct 2017

The Department for Business, Energy and Industrial Strategy (BEIS) has published a consultation which proposes a “streamlined and more effective energy and carbon reporting framework” for the UK.

November 2017 meeting of the ICAEW FRDG

11 Oct 2017

The next meeting of the Institute of Chartered Accountants in England and Wales (ICAEW) Financial Reporting Discussion Group (FRDG) will be held on 8 November 2017 in London.

FRC publishes year-end advice to preparers in advance of the 2017/18 reporting season

11 Oct 2017

The Financial Reporting Council (FRC) has published a letter to Audit Committee Chairs and Finance Directors, in advance of the 2017/18 reporting season, highlighting changes to reporting requirements and aspects of annual reports where the FRC feels that companies can improve.

The Bruce Column — making s172 more accessible

05 Oct 2017

There has been growing pressure to make S172 of the Companies Act more effective in encouraging directors to explain how they have carried out their responsibilities and how the long-term sustainability of companies is achieved. Robert Bruce, our resident regular columnist takes a look at the latest developments.

Annual report insights 2017 — Surveying FTSE reporting

03 Oct 2017

Our latest annual reporting survey, 'Annual report insights 2017' provides insights into narrative and financial reporting trends for UK listed companies, together with ideas to help them improve their annual reports. Hot topics including Brexit disclosures, governance reform and integrated reporting are all addressed.

Governance in brief — FRC encourages broader reporting of company purpose and impact in proposed revisions to the Guidance on the Strategic Report

11 Sep 2017

The FRC has published proposed revisions to its Guidance on the Strategic Report. These revisions encourage companies to report on broader matters that may impact the value and sustainability of business over the longer term and reflect new corporate reporting requirements arising from changes to the Companies Act 2006 which implement the EU Non-Financial Reporting Directive.

Need to know — FRC publishes consultation on amendments to its Guidance on the Strategic Report

30 Aug 2017

This edition of Need to Know outlines the FRC's consultation on amendments to its Guidance on the Strategic Report.

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