Corporate governance insights library

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Annual reporting


EY - Annual reporting in 2016/17: broad perspective, clear focus

Annual reporting in 2016/17: broad perspective, clear focus
September 2017

Looks at key issues impacting business today, and how these are reflected in annual reporting.

Key themes covered in the report include:

  • Purpose, business model and risks
  • Wider stakeholder engagement
  • Governance reporting
  • Future trends in reporting
  • Recent and upcoming reporting requirements

EY - Annual reporting in 2015: evolving communication in a changing world

Annual reporting in 2015: evolving communication in a changing world
September 2016

Looks at how annual reporting is evolving to meet investors' needs. It covers five key themes that have been hot topics in corporate governance and reporting over the last year:

  • Clear and concise
  • Business models, risk and viability
  • Culture and people
  • Broader societal impacts
  • Looking ahead (including digital and integrated reporting).

EY -Annual reporting in 2014: reflections on the past, direction for the future

Annual reporting in 2014: reflections on the past, direction for the future
September 2015

Highlights trends, developments, and opportunities for improving annual reports and accounts (ARAs) in order to better communicate with the investor community. Read more about the report and find links to video interviews with Sue Harding, Director of the Financial Reporting Lab at the FRC, on the topic of annual reporting.


EY - Out with the old, in with the new

Out with the old, in with the new: observations from EY's review of December 2013 annual reports in the FTSE 350
September 2014

Provides insights about how companies have addressed regulatory and legal changes, and highlights how they can build on the foundations of 2013 and do things better in 2014 (and beyond) using practical, actionable guidance.


EY - Strategic report for private companies

Strategic report for private companies
January 2014

Examines the impact of Strategic Report regulations for a private company and provides practical guidance for private companies to help them comply with the regulations and enhance the quality of their Strategic Reports.


EY - Meeting the fair, balanced and understandable challenge

Meeting the fair, balanced and understandable challenge
September 2013

Represents our own judgment of what makes for FBU reporting. Though not scientific, it offers insight for companies in terms of what they can do to enhance FBU in their reporting, to comply with the new requirements and also to enhance communication with shareholders.

We reviewed the most recent ARAs of a few listed companies across a range of sectors, assessing key sections for their ease of understanding. We also attempted to assess the ARAs for their fairness and balance, whilst recognising that only company boards and management can truly judge this. We identified FBU indicators, drawing both on FRC publications and our own experience.


EY - Changes to communication and reporting for companies and auditors

Changes to communication and reporting for companies and auditors – what do companies and auditors need to start thinking about?
May 2013

Provides some practical guidance and considerations to help companies consider the requirements of the revised UK Corporate Governance Code for:

  • Boards to confirm that the annual report and accounts is "fair, balanced and understandable"
  • Audit committees to provide information to shareholders (within a separate section of the annual report and accounts) on the significant matters considered in relation to the financial statements and how they were addressed.

Shareholder engagement


ey - AGM Trends 2017

AGM Trends 2017
September 2017

This report, produced in collaboration with Equiniti, looks at trends and developments during the 2017 AGM season, and highlights some considerations to bear in mind when planning 2018 AGMs. Topics include:

  • AGM logistics
  • Shareholder questions
  • Voting methods
  • Business of the meeting
  • Future trends

It also includes a case study on electronic AGM, which summarises legal issues to note for companies who are considering holding an electronic AGM.


EY - Shareholder engagement and corporate reporting at a crossroads

Shareholder engagement and corporate reporting at a crossroads
February 2014

Examines the impact of new information required in corporate reporting, looks at future developments which point to boards and investors having to up their game even further on how they effectively engage with each other and also highlights potential questions that investors could ask enabled by new and enhanced ARA disclosures.

Corporate reporting changes which have been in the pipeline for several years have now become a reality. Annual reports and accounts of quoted companies will contain new information to comply with various codes and legislation – all introduced post the financial crisis to enhance corporate governance, stewardship and reporting.

The key question that now remains is whether the new information will be used by shareholders to further fulfil their stewardship role. Or could a lack of engagement lead the UK further down the path of more prescriptive regulation?

Future of governance


EY - The long and winding road to corporate governance reform

The long and winding road to corporate governance reform
August 2017

This document summarises headline proposals from the government's response to reform to the UK's corporate governance framework as announced on 29 August 2017.


EY - Future proofing corporate governance – reflections and practical questions for board consideration

Future proofing corporate governance – reflections and practical questions for board consideration
June 2017

Based on a series of roundtables with FTSE 350 company secretaries to discuss how boards are responding to the accelerated pace of change in the world and business environment, driven by technology, globalisation and public opinion.

Audit committees


ey - The impact of Brexit on corporate reporting: Considerations for preparers and audit committees

The impact of Brexit on corporate reporting: Considerations for preparers and audit committees
July 2017

Last year, most companies considered it too early to provide any specific commentary in their periodic reporting on Brexit’s impact. Some referred to the uncertainty it had caused, but many stayed silent.

Since then, Article 50 has been triggered, and on 29 March 2017, the UK Government duly gave the requisite notice, initiating the two year process for the UK to leave the EU. Companies planning their 2017 interim financial statements or Annual Report and Accounts will need to consider the implications of this. We summarise the key requirements and guidance sources audit committees and preparers should consider.


EY - Assessing the performace and effectiveness May 2017

Assessing the performance and effectiveness of the audit committee: a practical guide and toolkit
May 2017

This guide can be used by audit committees (ACs) to assess their performance and effectiveness. It takes into account the latest UK regulatory updates – primarily arising from the EU Audit Reforms – to the UK Corporate Governance Code, the FCA’s Disclosure and Transparency Rules, and the FRC’s Guidance on Audit Committees.

While primarily intended for UK premium listed companies, it may serve as a useful source of reference for other UK listed plcs.

Key features include:

  • A clear demarcation of minimum requirements versus qualitative/best practice factors
  • The ability to write notes, annotate comments, highlight and strikethrough text allowing the guide to be tailored to reflect the individual circumstances of the AC and the company
  • An optional ranking scale which can help ACs prioritise actions and track their performance year-on-year.

EY - EU Audit Regulation

EU Audit Regulation – new implications for UK audit committees
July 2016

Summarises the key implications for audit committees under key headings with some practical questions. The rules are still being interpreted and further interpretative guidance or clarification may be issued by various bodies, however, this will provide a useful starting point to have discussions with your client's and target's audit committees.


EY -Assessing the effectiveness of the external audit process

Assessing the effectiveness of the external audit process
August 2015

A guide and tool to help audit committee assess and report on the effectiveness of the external audit process. This tool takes into account the FRC’s guide Audit Quality: Practice Aid for Audit Committees issued in May 2015.

Key features include:

  • Suggestions of the evidence/indicators that audit committees could collate and review to make the assessment process robust and objective
  • Questions audit committees should address to make the assessment process efficient and effective
  • The option to highlight text, add comments, strike out questions and write notes. This allows users to customise the tool to reflect the particular circumstances of the company and its audit, and annotate actions and / or report on progress.

Culture


EY - Governing culture: practical considerations for the board and its committees

Governing culture: practical considerations for the board and its committees
June 2016

Helps boards and committees address the impact of organisational culture by providing questions that can be used to ensure that a consideration of culture is embedded in their decision-making and oversight.


Nomination committee


EY - The nomination committee – coming out of the shadows

The nomination committee – coming out of the shadows
May 2016

Produced in partnership with ICSA: The Governance Institute, focuses on the role of the nomination committee and how boards can improve their work.’This report follows our 2015 report Board effectiveness – continuing the journey produced with The Investment Association in which we started to examine key themes such as succession planning and talent management.


Risk and viability


EY - Rising to the challenge

Rising to the challenge: a review of risk and viability disclosure in September 2015 annual reports
January 2016

Analyses the first batch of annual reports required to comply or explain under the 2014 UK CG Code provisions on risk and the viability statement. The report is based on a sample of 14 annual reports. This publication contains:

  • The CG team's observations on how companies responded to the Code changes so far
  • Insights on emerging trends and leading practices
  • The CG team's views on what makes for good disclosure in reporting on risk and viability.

EY - Viability statement

The viability statement: finding opportunities in the new regulatory challenge
March 2015

A thought leadership report for companies preparing to comply with the latest UK Corporate Governance Code changes in relation to risk, internal control and the viability statement. The report:

  • Highlights the opportunities for companies if they develop a thoughtful response to the changes (whilst also meeting their compliance obligations)
  • Provides our views on some of the issues boards and management will need to consider
  • Suggests actions companies should take to ensure they are able to meet the new viability statement requirements in their 2015 ARAs.

Also read our October 2015 report on this topicpublished by EY's risk team.


Board effectiveness


EY - Board effectiveness - continuing the journey

Board effectiveness – continuing the journey
April 2015

Based on a series of individual meetings and roundtables which brought together leading chairmen, board directors and senior investors to debate the issue of board effectiveness. The report draws on the contributions from these discussions, and is supplemented by insights and perspectives from EY and The Investment Association.