CORPORATE REPORTING (ANNUAL REPORTING) - CORPORATE ACCOUNTING AND REPORTING
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- CORPORATE ACCOUNTING AND REPORTING_2ND SEMESTER BBA_BANGALORE CENTRAL UNIVERSITYVinutha T.N, Assistant Professor, MES Institute of Management1UNIT 5: CORPORATE REPORTING (ANNUAL REPORTING)Corporate Reporting - meaning, types, characteristics of financial report, users of corporatereport; Components corporate report– general corporate information, financial highlights,letter to the shareholders from the CEO, management's discussion and analysis; FinancialStatements-balance sheet, income statement, and cash flow statement, notes to the financialstatements; Auditor's report; Accounting Policies; Corporate Governance Report; CorporateSocial Responsibility Report (Discuss only Role and Significance of above components ofcorporate report)INTRODUCTIONA Sole Trading Concern is owned by proprietor, a firm by its partners and a company by itsshareholders. In Case of Public Limited Companies, the number of shareholders is large innumber. Businesses are operated by owners, but in case of companies, which would have lakhsof owners (i.e., shareholders), it is impossible and impractical for all owners to come togetherand run the business. Hence, the shareholders appoint a committee called "Board of Directors"to run the business on their behalf. The Board of Directors, in turn, appoints the ExecutiveManagement - i.e., CEO, CFO, COO etc., for managing the day-to-day business operations.The owners (i.e., shareholders) need to be periodically informed and appraised about thegrowth and progress of the business and its operations. For this purpose, the Board of Directorsand the Executive Management presents a report (usually, once a year) to the owners (i.e.,shareholders) giving details of all business operations covering different perspectives. Suchperiodic report given by the Management of the Company to its shareholders is called “AnnualReport” and the process of such reporting is called 'Corporate Reporting'.OBJECTIVES OR PURPOSE OF CORPORATE REPORTINGCorporate Reporting is not an end in itself, but is a means for achieving certain objectives.Following are some of the reasons for corporate reporting:• To provide information relating to Financial Performance and Position to shareholders.• To give details of operating, investing and financing cash flows of the company,enabling shareholders to assess the extent of value creation or erosion by the company• To highlight the various responsibilities of the Management and the extent to whichthey are taken care of• To provide report on the statutory obligations of the company.• To provide information to external stakeholders (like Banks, Financial Institutions,Vendors, Customers, Government agencies, Society in general etc.,) for enablingdecision making.• To provide information to internal stakeholders (i.e., directors, managers etc.,) forassessing performance, identifying concern areas and take corrective action.
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- CORPORATE ACCOUNTING AND REPORTING_2ND SEMESTER BBA_BANGALORE CENTRAL UNIVERSITYVinutha T.N, Assistant Professor, MES Institute of Management2USERS OF ANNUAL REPORTFollowing are some of the users of Annual Report and their purpose of use:a) Owners: The owners provide funds for the operation of a business and they want toknow whether their funds are being properly utilised or not. They are also interested inknowing the profitability and financial position of their business. The financialstatements prepared from time to time satisfy their curiosity.b) Management: The information available in the books of accounts is much helpful tothe management to plan the future activities of the business. It also helps themanagement to evaluate the performances and to take corrective actions wherevernecessary.c) Investors: The prospective investors are in need of accounting information to judge theprofitability and solvency of the concern in which they are going to invest their savings.d) Creditors: Creditors, want to know the financial position of a concern before grantingcredit. The financial statements help in judging such position.e) Debtors: Customers would like to have accounting information relating to profit madeand financial position of the business, because the financial position helps them to knowthe continuity of services till the life time of the product.f) Employees: Employees are interested in knowing the earning capacity of the firm.They make use of the accounting information available from the financial statementsto support their claims for better emoluments, bonus, working conditions etc.g) Banks and Financial Institutions: Banks and Financial Institutions expect financialstatements of a concern at least 3 to 5 years when they approach the bank for financialassistance like loans, cash credit, over draft, etc.h) Government: Government is also interested in the accounts of various businessconcerns in order to impose income tax, sales tax and excise duty. Moreover, suchinformation is much helpful to the government to frame the economic policies of ournation.i) General public: General public will get to know the contribution of business thesociety in the form of payment of tax, employment generation and contribution tosocially beneficial activities.j) Researchers: At present, research scholars also use the accounting informationextensively for the purpose of their research work.TYPES OF REPORTSThe Report prepared and presented by Company's Management are of three types viz.,General Purpose Report: General Purpose Report is the report which provides general andfundamental information of the company. It includes details like vision and mission of thecompany, values of the company, products and services offered, who's who in the company,and financial statements of the company.Specific Purpose Report: Specific Purpose Report is the report prepared in adherence to legaland regulatory requirements like Report of Board of Directors, Management Discussion and
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- CORPORATE ACCOUNTING AND REPORTING_2ND SEMESTER BBA_BANGALORE CENTRAL UNIVERSITYVinutha T.N, Assistant Professor, MES Institute of Management3Analysis, Corporate Governance Report, Business Responsibility Report, Risk ManagementReport, Corporate Social Responsibility Report, Secretarial Audit Report etcIntegrated Report: Integrated Report is a report of a broad range of measures that contributeto long- term value and the role organisations play in the society. Some of these reports aremandatory to be presented and hence become part of 'Specific Purpose Report'. Business Modelor Value Creation Model of Companies, Business Responsibility Report (i.e., principles- basedreport), etc., are part of Integrated Reports.CHARACTERISTICS OF CORPORATE REPORT OR ANNUALREPORTFollowing are the qualitative characteristics that a Report must possess, to ensure that it meetsthe purpose of reporting:1) Understandability: An essential quality of the information provided in annual reportis that it is readily understandable by the users who are assumed to have a reasonableknowledge of basic operations of the business. The information reflected in the annualreport should be drafted in such a way that it can provide its real meaning withoutgetting into too much complexity.2) Relevance: The information that is being reflected in annual report must be relevant todecision-making needs of the users. Information has the quality of relevance when itinfluences the economic decisions of the users by helping them evaluate past, presentor future events or confirming, or correcting, their past evaluations.3) Reliability: The information which is relevant for the users of annual report but notreliable would eventually be misleading and will influence the decision taken by theuser. That is, the information in the annual report is expected to be relevant and reliableas it is expected to have an error free and unbiased impact on the presentation of thereport.4) Comparability: Users must be able to compare the information in annual report,particularly the financial information, over a period of time in order to identify thetrends in financial position and performance. Further, the users must also be able tocompare the financial information of different entities in order to evaluate their relativefinancial position, performance and cash flows. Hence, the measurement and display ofthe financial effect of transactions and other events must be carried out in a consistentmanner throughout the entity and over time.COMPONENTS / CONTENTS OF ANNUAL REPORTI. Company Overview1. Vision Statement of the Company2. Mission of the Company3. Values of the Company4. Business Model / Value creation model of the company5. Products and brands of the company
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- CORPORATE ACCOUNTING AND REPORTING_2ND SEMESTER BBA_BANGALORE CENTRAL UNIVERSITYVinutha T.N, Assistant Professor, MES Institute of Management46. Opportunities and Risks7. Strategy of the company8. Who's who in the company?9. Financial Highlights/ Key Performance Measures10. Message from Chairman / CEO etc.,II. Statutory and other Reports1. Report of the Board of Directors2. Management Discussion and Analysis3. Corporate Governance Report4. Business Responsibility Report5. Risk Management Report6. Corporate Social Responsibility Report7. Secretarial Audit ReportIII. Financial Statements1. Auditor's Report on Financial Statements2. Standalone Financial Statements or Consolidated Financial Statements comprising ofa) Balance Sheetb) Statement of Profit and Losc) Statement of Changes in Equityd) Notes to Financial Statements including Significant Accounting Policese) Cash Flow Statements3. Additional Information like Economic Value AddedIV. Other Information:1. Awards, Accolades, Rewards and Recognition2. Additional corporate information3. Notice of Annual General Meeting4. Attendance Slip4. Proxy Form5. GlossaryA brief description and purpose of the above content is provided in the following paragraphs.I. COMPANY OVERVIEW1. Vision Statement: A Vision Statement describes what a company desires to achieve inthe long-run. Bata India Ltd., in its annual report states that its vision is "To Make GreatShoes Accessible to Everyone"2. Mission of the Company: Mission refers to short statement / statements regarding whyan organisation exists What its overall goal is? What are its goals in operations? Whatkind of product or service it provides? Who are its primary customers/ markets? what
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- CORPORATE ACCOUNTING AND REPORTING_2ND SEMESTER BBA_BANGALORE CENTRAL UNIVERSITYVinutha T.N, Assistant Professor, MES Institute of Management5is its geographical area of operations? Etc. Mission of the company articulates thepurpose or the company. The sole purpose of 'Mission' is to serve as company's goal oragenda.3. Values: The Values Statement also called the code of ethics, differs from both visionand mission statements. The vision statement states where the organisation is going andthe mission statement states what it will do to get there. However, the 'value statement'defines what the organisation believes in and how the people in the organisation areexpected to behave with each other, with customers and Suppliers, and with otherstakeholders. It provides a moral direction for the organisation that guides decisionmaking and establishes standards for assessing actions. It also provides a standard foremployees to judge violations.4. Business Model or Value Creation Model: It is a company’s plan for making profits.It identifies the products/ services the business will sell / offer, the target market it hasidentified and the expenses it anticipates. It describes the rationale of how anorganisation creates, delivers and captures value in economic, social, cultural or othercontexts.5. Products and brands of the company: Some companies provide details of all theproducts and services offered by it and the brand names under which these are offered.Further, a brief history and background of each brand can also be found in few annualreports.6. Opportunities and Risks: Opportunities and ‘External strengths’ a business entityidentifies. These indicate the growth potential and prospects for the company. Risks are‘External Threats’ the company is exposed to. Some companies provide details ofvarious opportunities it has for its growth and the risks it might encounter in the future.7. Strategy of the company: Strategy refers to a plan of action designed to achieve thelong term or overall aim of the enterprise. Some companies explain the ‘Strategy’ thecompany is adopting to enable the stakeholders get a clear idea of its approach and pathtowards the ‘value creation’.8. Who's who in the company? Every Company mandatorily provides details of themembers of Board of Directors, Names of those in Executive Management, Membersof various committees etc., to enable the stakeholders know details of those managingtheir business.9. Financial Highlights/ Key Performance Measures: The major purpose of an annualreport is to provide financial information to the shareholders. While detailed FinancialStatements are given in Annual Reports, a snapshot of some of the important financialperformance measures are provided to enable a shareholder get an instant understandingof the company's performance. Some companies provide these details for last 2-3 years,while few other companies provide them for a period of 10 years. Usually, the followinginformation is given under this section:1. Sales Volume2. Turnover value3. EBITDA Margin (EBITDA / Sales)4 Operating Margin (EBIT/Sales)
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- CORPORATE ACCOUNTING AND REPORTING_2ND SEMESTER BBA_BANGALORE CENTRAL UNIVERSITYVinutha T.N, Assistant Professor, MES Institute of Management65. Earnings Before Tax (EBT Margin)6. Free Cash Flow7. Shareholders' Funds8. Debt-Equity Ratio9. Return on Equity (or Return on Net Worth)10. Return on Capital Employed11. Earnings per Share12. Dividend payments13. Client Metrics14. Employee Metrics15. Cash Usage16. Economic Value Added17. Market Capitalisation10. Message from Chairman / CEO etc: The Chairman or CEO (or at times both of them)address the shareholders through a letter in which they provide a brief snapshot of theyear gone-by and what lies ahead.II. STATUTORY AND OTHER REPORTSEvery company must report to shareholders and other stakeholders regarding the developmentsand activities in the company through certain Statutory Reports mandated by the IndianCompanies Act, SEBI and other agencies. Following paragraphs sets out such reports, theirpurpose and examples:1. Report of the Board of Directors: This is the primary report given by Directors (theagents) to Shareholders (Principal) highlighting the operations, activities, decisions,results etc., of the financial year under consideration. This is the report whereinshareholders can get a summary of everything they need to know about the company'sactivities over the last financial year. The contents of Directors' Report vary fromcompany to company.2. Management Discussion and Analysis: This report is a very detailed analysisprovided by the Board and Executive Management, in accordance with the ListingRequirements of Stock Exchanges, regarding the past, present and future of thecompany. Every minute aspect of the business operations is explained, results justifiedand concerns are shared in this report. There is no particular order or format in whichthe report is prepared, although the contents remain similar for every company,Information in this section can help shareholders, bankers, investors, vendors,government agencies and the like in understanding the problems of the concern, thecurrent scenario and future prospects.3. Corporate Governance Report: Corporate Governance Report provides annualdisclosure on the overall corporate governance system and the company's adherence tothe code of conduct for the listed companies. This Report is a part of Annual Report as
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- CORPORATE ACCOUNTING AND REPORTING_2ND SEMESTER BBA_BANGALORE CENTRAL UNIVERSITYVinutha T.N, Assistant Professor, MES Institute of Management7per the requirement of "Securities and Exchange Board of India (Listing Obligationsand Disclosure Requirements) Regulations'4. Business Responsibility Report: Securities and Exchange Board of India mandatedinclusion of Business Responsibility Report as a part of the Annual Report for top 100listed companies. The said reporting requirement is in line with the 'National VoluntaryGuidelines on Social, Environmental and Economic Responsibilities of Business'notified by Ministry of Corporate Affairs, Government of India.Business Responsibility Report is a disclosure of the adoption of responsible businesspractices by a listed company to all its stakeholders. This is important considering thefact that these companies have accessed funds from the public, have an element ofpublic interest involved, and are obligated to make exhaustive disclosures on regularbasis.SEBI has prescribed a format for Business Responsibility Report as a mandatoryrequirement for top 100 listed companies by SEBI's Circular dated August 13, 2012.Other companies are encouraged to use the Business Responsibility Report for makingdisclosures to their stakeholders. Business Responsibility Report must be submitted asa part of the Annual Report.5. Risk Management Report: This is a voluntary report presented by some companies.This report highlights the risks for the company, as perceived by the Management, themechanism to counter the risks, the risk management framework, risk-governancestructure, risk management highlights of the latest financial year etc.6. Corporate Social Responsibility Report: The Corporate Social Responsibility orSustainability report ids a periodical report publishes by companies with the goal ofsharing their CSR actions and results. The report synthesizes and makes public theinformation organizations decide to communicate regarding their commitments andactions in social and environmental areas. By doing so, organizations let stakeholders(i.e., everyone interested in their activities) aware of how they are integrating theprinciples of sustainable development Into their everyday operations.The main intention of a CSR or sustainability report is to improve the transparency oforganizations' activities. The goal is twofold:On one hand, CSR reports aim to enable companies to measure the impact of theiractivities on the environment, on society and on the economy (the famous triple-bottom-line). In this way, companies can get accurate and insightful data which willhelp them improve their processes and have a more positive impact in society and inthe world.On the other hand, a CSR or sustainability report also allows companies to externallycommunicate regarding sustainable development and CSR. This allows stakeholders,such as employees, investors, media, NGOS, among other interested parties, to get toknow better what are the short, medium and long-term goals of companies and makemore informed decisions. These decisions can spread from investing in a business,buying its products, writing positive (or negative) reviews, among others.7. Secretarial Audit Report: Securities and Exchange Board of India, in its circularissued in February 2019, mandated that 'every listed entity and its material unlisted
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- CORPORATE ACCOUNTING AND REPORTING_2ND SEMESTER BBA_BANGALORE CENTRAL UNIVERSITYVinutha T.N, Assistant Professor, MES Institute of Management8subsidiaries incorporated in India shall undertake secretarial audit and shall annex withits annual report, a secretarial audit report, given by a company secretary in practice, insuch form as may be prescribed with effect from the year ended March 31,2019.In pursuant to this, all listed companies publish Secretarial Audit Report in which theCompany Secretary certifies the compliance of applicable statutory provisions and theadherence of good corporate practices by the company.III. FINANCIAL STATEMENTSFollowing are the components under "Financial Statements" section of the Annual Report:1. Independent Auditor's Report: This is a report given by the auditor of the company(who is appointed through a resolution in the Annual General Meeting) certifying that"to the best of information and explanation made available to him, the financialstatements give a true and fair view in conformity with the accounting principlesgenerally accepted in india". This report includes Auditor's opinion of company'sfinancial statements, basis of such opinion, key audit matters, information other thanfinancial statements and auditors report thereon, responsibilities of the management forthe standalone financial statements, auditor's responsibilities for the audit of standalonefinancial statements, report on other legal and regulatory requirements.2. Standalone Financial Statements and Consolidated Financial Statements:Standalone Financial Statements are financial statements of the company alone, whileConsolidated Financial Statements are statements which combine the financialinformation of the company, its subsidiaries, associates and joint ventures. FinancialStatements (both Standalone and Consolidated) include the followinga) Balance Sheet: It is a statement which shows details of Liabitities and Assets(1.e., Sources of Funds and Application of Funds) as at a given point of time.This statement Is prepared to show the 'financial position' of the company at agiven point of time.b) Statement of Profit and Loss: It is a statement prepared at the end of anaccounting period showing the results of the entity (i.e., profit or loss) for theperiod. This statement gives details of 'revenues' and 'costs' of the period andshows the profits (or loss) of the entity before taxes and after taxes. It shows theprofits that are available for distribution to owners and for future retention.c) Statement of Changes in Equity: 'Equity' refers to Shareholders' funds orowners' funds. 'Equity' of a company includes 'share capital' and 'other equity(i.e., retained earnings)'. The Statement of Changes in Equity (SOCIE) showsdetails of any changes in the "share capital' and 'other equity' during theaccounting period under consideration. It gives details of issue of shares duringthe period, buy-back /redemption of shares, transfer to various reserves, transferfrom reserves, details of utilisation of reserves etc.d) Notes to Accounts: "Notes to Accounts' is a kind of annexure to 'Balance Sheet'and "Statement of Profit and Loss'. The 'Balance Sheet' and 'Statement of Profitand Loss' gives abridged information of each item. The details for each item
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- CORPORATE ACCOUNTING AND REPORTING_2ND SEMESTER BBA_BANGALORE CENTRAL UNIVERSITYVinutha T.N, Assistant Professor, MES Institute of Management9(i.e., asset, liability, revenue, costs etc.,) are given under 'Notes to Accounts'.Further, details of accounting policies, underlying accounting assumptions etc.,are also given under this section.e) Cash Flow Statement: It is a statement which gives details of 'Cash Inflows'and 'Cash Outflows’ during the accounting period. These details are given underthree headings viz., 'From Operating Activities', 'From Investing Activities' and'From Financing Activities'. Under each heading, the 'Net Cash Flow' (i.e.,difference between 'Cash Inflows' and 'Cash Outflows') are shown. Thisinformation is very useful, particularly to shareholders, in understandingwhether the company is 'creating value' or 'eroding value' of shareholders.’3. Any Other Information: Few companies also show additional financial informationand financial measures which can be of use to the stakeholders.IV. OTHER INFORMATION1. Awards, Accolades, Rewards & Recognition: In this section, companies give detailsof Awards secured by it from its operations and other activities, achievements made bythe company, media coverage for its performance, rewards from government and otheragencies, recognition conferred by international bodies etc.2. Notice of Annual General Meeting: The Annual Report is actually an annexure to theNotice of Annual General Meeting. The shareholders are notified about the date ofAnnual General Meeting and invited to attend the same. To ensure that the shareholdersare equipped with all information of the company before they attend the meeting, theannual report is sent to them beforehand. This notice, apart from mentioning the date,time and venue of the meeting, also sets out the agenda for the meeting and theresolutions that have to be passed during the meeting.3. Attendance Slip: This is a slip that has to be filled by the shareholders willing to attendthe Annual General Meeting, and carry along for submission at the venue of themeeting. This slip grants entry to the shareholder for the meeting and enables thecompany to know the details of shareholders who made their presence at the Meeting.The shareholders are required to give details of their Registered Folio / DepositoryParticipant ID and Client ID, along with their name and address. The slip must affixedwith shareholder's signature. At the venue of Annual General Meeting shareholders willbe asked to make a signature, which will be verified with the signature in the'Attendance Slip'. This is to ensure that the person attending meeting is the originalShareholder.4. Proxy Form: In case the shareholder is not able to attend the Annual General Meeting,he can nominate any other person as his 'proxy' for attending the meetíng on his / herbehalf. When a shareholder is sending a 'proxy' on his behalf to attend the meeting, hehas to fill a form called 'Proxy Form' wherein he provides his details, details of theproxy and requests the company to consider participation of his proxy in the meetinand vote on his behalf.
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- CORPORATE ACCOUNTING AND REPORTING_2ND SEMESTER BBA_BANGALORE CENTRAL UNIVERSITYVinutha T.N, Assistant Professor, MES Institute of Management10The Proxy Form is given by the Company in its annual report and will contain spacefor shareholder information and proxy information. Further, it also lists out the variousresolutions to be passed at the Annual General Meeting.The Proxy must carry this form along with his valid Identity proof and submit at thevenue of the Annual General Meeting.5. Glossary: To enable the users of annual report in understanding the content, somecompanies provide a 'glossary' of all basic, important, relevant and unique terminologyused in the report. Further, this section also provides full form of the abbreviations usedin the report.Important Questions1. Characteristics / Features of Good Report2. Types of Report3. Users of Report4. Components of Report
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