What does Coronavirus mean for corporate reporting?
The latest communications guidance and advice for companies around COVID-19.
As the impact of Coronavirus continues to spread, it is becoming clear that this will be one of the most serious events in our generation. Beyond the tragic loss of human life, it is already having a dramatic effect on many businesses.
As companies look to respond and put plans in place, many are asking us how Coronavirus is impacting corporate reporting and disclosure, and how they should respond. The situation is continuously evolving – in particular, guidance on reporting deadlines is shifting on a day-to-day basis – however, we thought it would be useful to share some key guidance, points of reference, and examples of how other companies are responding.
Delays to corporate reporting and filing accounts
The latest joint statement from the FCA, the FRC and the PRA encourages companies to make use of the time available within regulatory deadlines to ensure accurate and carefully prepared disclosures, subject to meeting the requirements of Market Abuse Regulations.
The FCA is permitting a temporary delay in the publication of audited annual financial reports by up to two months if required (from four to six months from the end of the financial year). However, companies will still need to observe their other disclosure obligations. See updated guidance on the implications for AGMs.
Prior to this, the FCAs asked companies to delay the publication of preliminary results announcements for two weeks. The FCA has clarified that the request does not apply to AIM companies, who should consult their NOMAD.
The FRC has published updated guidance for companies preparing financial statements and a bulletin for auditors covering factors to be taken into account when carrying out audits during the current Covid-19 crisis.
The London Stock Exchange has provided an update for market participants. To assist companies in the preparation of their annual accounts, AIM companies can apply for a three-month extension to publish their annual audited accounts. The extension is available for companies with financial year ends between 30 September 2019 and 30 June 2020.
Companies can apply to Companies House for a three month extension to file their accounts, however applications must be submitted in advance of the mandatory filing deadline.
The European Securities and Markets Authority’s (ESMA) recommendations covering market disclosure and financial reporting around COVID-19.
Shortly before the 4 April deadline for private and listed companies to publish their gender pay gaps, the government announced that they have suspended gender pay gap reporting for this reporting year due to COVID-19. Companies that haven't already reported won't now have to.
Implications for AGMs
The latest guidance from the FRC and the Chartered Governance Institute (ICSA) recommends that companies encourage shareholders to vote by proxy, make it clear that public gatherings of more than two people are not permitted and stress that anyone seeking to attend the meeting in person will be refused entry.
The guidance reflects UK company law and regulation, but companies will need to consider their own individual circumstances, including their articles of association and consult with their registrars and lawyers on the available options.
As communication with shareholders and investors becomes increasingly challenging, video conferencing and webcasting facilities may be vital to bridge the gap, particularly with the move towards virtual AGMs. This is something Emperor can support you with, please do get in touch.
How companies are communicating
Communication is key at this time of uncertainty. Consumer facing businesses are generally using their websites and social media to convey key messages and advice for customers and provide latest status information.
Alongside this, there are a number of additional ways in which companies can keep stakeholders informed, up-to-date and reassured:
Regulatory News Service (RNS)
The RNS is an essential tool to update the market with important information. For example, BT Group used the RNS to notify the market that its Chief Executive had tested positive for COVID-19, IAG published a detailed update on the actions it is taking to address COVID-19’s financial impact and Travis Perkins provided an interim trading update on its financial position, mitigating actions and demerger activities.
In line with current FRC guidance, it’s important for companies to include comprehensive emerging risk, viability and going concern disclosures on COVID-19. As one of the first December year-end reporters, HSBC is a good example of this, while DFS Furniture dedicated a significant section in its interim results to discuss the potential impact of COVID-19, considering the operational impact from both Chinese and non-Chinese suppliers as well as consumer behaviour.
With the option of face-to-face meeting all but gone, companies are relying on video and webcasts to convey key messages that require a more personal approach. For example, British Airways CEO sent a video message to staff concerning the implications last week.
Direct communications from leadership to customers
Companies are increasingly opting to communicate directly with customers to provide clarity and reassurance on their position, and also empower consumers to be part of a solution. For example, many supermarkets (such as Sainsburys’ CEO Mike Coupe) have been messaging customers every other day with the latest information and plans to ensure continued access to food and delivery services.
Additional resources for companies
PwC have a COVID-19 hub with a number of downloads and podcasts on business impacts, business continuity and scenario planning.
ICAEW has a useful hub that contains a range of guidance for preparers of financial statements, including information on audit and business interruption.
Useful information for preparers of financial statements.
The situation with Coronavirus remains fluid and continues to change on an almost constant basis. At Emperor, we are continually monitoring the latest guidance and best practice and will update our website with information that we feel will be helpful to our clients and partners around reporting and wider corporate communications, as and when it arises. If we can support you in any way during this difficult period, please get in touch at [email protected].
This article was updated on 30 March 2020 to reflect changing best practice advice.