UK: Gems And Jetsam - Surveying Annual Reports

Last Updated: 26 October 2011
Article by Deloitte Audit Group

Most Read Contributor in UK, August 2017

1. EXECUTIVE SUMMARY

The Deloitte survey of annual reporting is prepared by those who like to be current in fashion terms. As September 2011 saw the publication of the consultation paper, from the International Integrated Reporting Committee, advocating integrated reporting, so this year's survey covers both the front half and the back half of the annual report in one publication. In 2010 there were "Swimming in words" and "Drowning by numbers". In this 2011 survey the entire annual report is considered together, partly to determine where are the gems and partly to consider what can be safely jettisoned either entirely or to be found by intrepid explorers of company websites.

The question of splitting the annual report is highly topical. The Department for Business published in September 2011 its proposals for the Future of Narrative Reporting. These include, for listed companies, splitting the annual report into three sections:

  • the Strategic Report which will describe concisely the company's strategy, risks and business model, the company performance and the links between that performance and the remuneration of directors and senior executives;
  • the Annual Directors' Statement which will be the location for what may be described colloquially if inappropriately as the duller bits in the present report, such as the full details on directors' remuneration and corporate governance arrangements. The aim appears to be that this section will be published on line albeit that shareholders can request information in hard copy form; and
  • the financial statements.

There are no plans from the International Accounting Standards Board to reduce the length of the audited financial statements. Indeed, the new standards, IFRS 10 through to IFRS 13, threaten a few more forests when they come into effect from 2013. However, the IASB has commissioned and received a report, entitled "Losing the excess baggage – reducing disclosures in financial statements to what's important". That report indicates that a reduction of some 30% in the length of the financial statements is possible. It remains to be seen whether the IASB will pick up on this report and take it forward for serious action.

The Financial Reporting Council continues to fret about the clutter. Comments on its April paper were due by 30 September 2011. These responses are presumably now being considered and any next steps may be announced in a few months' time.

So, how do the results of the 2011 Deloitte Survey of annual reports inform these various initiatives?

  • For the first time in 15 years of doing these surveys, the average length of annual reports has decreased from 101 pages in 2010 to 98 pages this year. The main reason for this is that two banks which had relatively long reports in 2010 have been made significantly shorter in 2011. Around half of companies' reports were reduced by very modest cuts of a page or few. But overall the reduction is very modest at 3%. It takes companies back to their 2009 level but still 123% longer than when these surveys began in 1996. This suggests that while companies have done what they can, the need to review the rule book remains and thus the proposals from BIS should be of interest.
  • The reductions in 2011 in the length have been caused by companies cutting back on the narrative reporting in the front half. The length of the audited financial statements is the same as the previous year at an average of 47 pages. The range is from 20 pages to 138 pages. With almost every new accounting standards increasing exponentially the volume of disclosures, a project which has reviewed the merit of current disclosures and recommended deletions should be considered by the IASB.
  • 31% of companies (2010 21%) have sought to describe their business model, a request which is now coming into effect via the UK Corporate Governance Code.
  • 44% (2010 35%) of companies complied fully with the Combined Code, the predecessor to the UK Corporate Governance Code. The top 350 companies in particular have anticipated the operation of the new Code, with 71% (2010 6%) of these companies undertaking an annual re-election of all directors and 38% of them already using an external facilitator for board performance evaluations.
  • Required information about the environment, employees and social and community issues was disclosed by 92%, 96% and 94% of companies respectively.
  • Almost half of the companies surveyed (47%) referred to their audit committees' consideration of key accounting assumptions, estimates, forecasts and judgements. But most focussed on the process in place, with only 5% being judged as providing insightful comments.
  • 76% of companies clearly adopted the 2009 FRC guidance on going concern and liquidity risk. This is a high percentage for a relatively new requirement. Three audit reports contained modifications in respect of going concern issues, a modest decrease from the four companies last year with such references. These results will be sent to the Sharman Inquiry established by the FRC and currently considering how the 2009 FRC guidance is working.

The state of financial reporting does cause concern. Accounting policies and share based payment notes take up some 18% of the audited financial statements.

The average number of reportable segments was three, a decline from four in 2010. Meanwhile, 40% of companies explicitly referred to the requirement to disclose reliance on major customers but over half of these disclosed that there were no major customer relationships.

Investment trusts have been considered separately and those results are discussed in section 14 of this report. Overall, the results for this group are relatively positive, with trusts reporting six days faster in 2011 compared with 2010.

63% of investment trusts and 45% of the corporates' parent companies continue to report under UK GAAP and so will be impacted by the current deliberations of the Accounting Standards Board on the future of UK accounting. Another exposure draft is now expected perhaps in time for Christmas. The likely implementation date for the new regime has been delayed until 2014.

Overall company reporting is complex. For those seeking some relief from the pain, there are some promising developments. But will these merely seek to manage the problem rather than cure the illness?

2. REGULATORY OVERVIEW

Reporting by UK listed companies is subject to a complex tapestry of requirements, which has evolved significantly over the last few years. This section provides an overview of the regulations and guidance which have shaped annual reports during the survey period, as follows.

Also discussed here are changes that may be made to the narrative disclosure regime in the foreseeable future. This publication excludes the directors' remuneration report, the regulatory requirements for which are covered in the Deloitte publication, 'Know the ropes – the remuneration committee knowledge'. Two other Deloitte publications, 'Executive directors' remuneration' and 'Board structure and non-executive directors' fees', published in September 2011, provide survey data on the directors' remuneration report.

Directors' report, including the business review

The general requirement to produce a directors' report is contained in section 415 of the CA06.

All quoted and unquoted companies (except those qualifying as small) are required to include a business review in their directors' report. This includes subsidiary companies which do not qualify as small, even if they are wholly-owned. The purpose of the business review is to inform members of the company and help them assess how the directors have performed their duty to promote the success of the company.

Under section 417, a business review should include a fair review of the company's business and a description of the principal risks and uncertainties facing the company. The review required is a balanced and comprehensive analysis, consistent with the size and complexity of the business, of:

  • the development and performance of the business of the company during the financial year; and
  • the position of the company at the end of the year.

In February 2011, the Financial Reporting Review Panel (FRRP) highlighted the challenges in the reporting of principal risks and uncertainties. In particular, the FRRP is keen to avoid failure to focus on just principal risks and uncertainties and failure to state how the company manages its principal risks and uncertainties.

The requirements include, to the extent necessary for an understanding of the development, performance or position of the business of the company:

  • an analysis using financial key performance indicators (KPIs); and
  • where appropriate, analysis using other KPIs, including information relating to environmental matters and employee matters.

In practice the interpretation of "necessary" and "appropriate" varies greatly depending on the size and nature of the company's business.

In addition, a quoted company's business review must disclose:

  • the main trends and factors likely to affect the future development, performance and position of the company's business;
  • information about:

    • environmental matters (including the impact of the company's business on the environment);
    • the company's employees; and
    • social and community issues,

    including information about any policies of the company on these matters and the effectiveness of these policies; and
  • information about persons with whom the company has contractual or other arrangements which are essential to the business of the company. Disclosure about a person is not required if the disclosure would, in the opinion of the directors, be seriously prejudicial to that person and contrary to the public interest.

Although the above disclosures need to be included only "to the extent necessary" for an understanding of the business, a company not discussing each of the specific areas in the second and third bullets above has to state expressly that it has not done so.

Investors have told the Accounting Standards Board (ASB) that they are interested in how much financial capital a business needs and whether there is a surplus or a deficit. An ASB study of the quality of capital management disclosures concluded that too often there is excessive boilerplate text and too many companies have missed essential elements of the required disclosure.

Companies are not required to disclose information about impending developments or matters in the course of negotiation if the disclosure would, in the opinion of the directors, be seriously prejudicial to the interests of the company. The exemption from disclosing information about persons with whom the company has contractual arrangements is somewhat different. Disclosure of information about such a person may be omitted only if it would be seriously prejudicial to that person and contrary to the public interest. Non-disclosure is not permitted simply because it would be prejudicial to the company.

Compliance with the statutory requirements of the business review is analysed in sections 6, 7 and 8 of this publication.

The Accounting Standard Board's (ASB's) 'Reporting Statement: Operating and Financial Review' (RS) sets out best practice principles and guidelines, for a narrative report on operating and financial matters. If a narrative report is called an 'Operating and Financial Review' (OFR) there is an expectation that directors will have followed the RS and if this is not the case it would be useful to give the narrative report a different name, such as a 'Business Review'.

Corporate governance disclosures

Listed companies are required by the Listing Rules to make certain disclosures about corporate governance in their annual reports. At the heart of this requirement is the Code. A listed company incorporated in the UK is required to make a statement about how it has applied the main principles in the Code and a statement of compliance with the Code. The Code is supported by additional guidance on internal controls (the 'Turnbull Guidance') and audit committees (the 'FRC Guidance on audit committees'). In addition, the Listing Rules state that there should be a statement by the directors that the business is a going concern with supporting assumptions or qualifications as necessary. These requirements are discussed in more detail in sections 9 to 11 of this publication.

Following amendments to the EU Fourth, Seventh and Eighth Directives, the Financial Services Authority (FSA) added rules into the Disclosure and Transparency Rules (DTR) on corporate governance statements and audit committees.

Companies with listed shares must include a corporate governance statement in their directors' report referring to:

  • the corporate governance code that the company has decided to apply or is subject to under the law of the Member State in which it is incorporated (the UK Corporate Governance Code in the UK);
  • an explanation as to whether, and to what extent the company complies with that code. To the extent that a company departs from the code, the company should explain the parts of the code from which it has departed and the reasons for doing so;
  • a description of the main features of the company's internal control and risk management systems in relation to the financial reporting process; and
  • a description of the composition and operation of the company's administrative, management and supervisory bodies and their committees.

For companies complying in full with the relevant provisions of the Code, many of these disclosures will already be in place. What is additional are the requirements to provide the information in a dedicated 'corporate governance statement' and to provide a description of the main features of the company's internal control and risk management systems.

A company may elect that, instead of including its corporate governance statement in its directors' report, the information required may be set out:

  • in a separate report published together with and in the same manner as its annual report; or
  • by means of a reference in its directors' report to where such a document is publicly available on the company's website.

Audit Committees

Under DTR 7.2, companies whose shares are traded on a regulated market in the EU are also required to have a body, such as an audit committee, which is responsible for performing the functions detailed below. At least one member of that body must be independent and at least one member must have competence in accounting and/or auditing. The requirements may be satisfied by the same member or by different members of the relevant body.

The company must ensure that, as a minimum, the relevant body should:

  • monitor the financial reporting process;
  • review and monitor the independence of the statutory auditor and in particular the provision of additional services to the company;
  • monitor the effectiveness of the company's internal control, internal audit function where applicable and risk management systems; and
  • monitor the statutory audit of the annual and consolidated accounts.

The company must make a statement available to the public disclosing which body carries out the functions above and how it is composed. This statement can be included in any corporate governance statement.

The FRC Guidance on audit committees

The Code provides that a separate section of the annual report should describe the work of the audit committee in discharging its responsibilities (Code provision C.3.3). The supporting Guidance recommends that the audit committee:

  • explains to shareholders in the audit committee report how it reached its recommendation to the board on the appointment, re-appointment or removal of the external auditors;
  • considers whether there might be any benefit in using firms from more than one network;
  • considers the need to include the risk of the withdrawal of their auditor from the market in their risk evaluation and planning; and
  • explains how, if the auditor provides non-audit services, auditor objectivity and independence are safeguarded.

The explanation to shareholders on how the audit committee reached its recommendation to the board on the appointment, re-appointment or removal of the external auditors should normally include supporting information on tendering frequency, the tenure of the incumbent auditor and any contractual obligations that acted to restrict the audit committee's choice of external auditors.

Going concern

The Listing Rules and the Code require a statement by the directors that the business is a going concern, together with supporting assumptions or qualification as necessary. This requirement should be prepared in accordance with the "Going Concern and Liquidity Risk: Guidance for Directors of UK Companies 2009" published by the FRC in October 2009.

The Guidance is based on three principles covering the process which directors should follow when assessing going concern, the period covered by the assessment and the disclosures on going concern and liquidity risk. The Guidance applies to all companies and in particular addresses the statement about going concern that must be made by directors of listed companies in their annual report and accounts.

The Guidance focuses on three key principles.

  1. Assessing going concern: directors should make and document a rigorous assessment of whether the company is a going concern when preparing annual and half-yearly financial statements.
  2. The review period: directors should consider all available information about the future when concluding whether the company is a going concern at the date they approve the financial statements. Their review should usually cover a period of at least twelve months from the date of approval of annual and half-yearly financial statements.
  3. Disclosures: directors should make balanced, proportionate and clear disclosures about going concern for the financial statements to give a true and fair view. Directors should disclose if the period that they have reviewed is less than twelve months from the date of approval of annual and half-yearly financial statements and explain their justification for limiting their review period.

The process carried out by the directors should be proportionate in nature and depth depending upon the size, level of financial risk and complexity of the company and its operations. Section 11 of this publication considers how companies have adopted the Guidance.

Directors' responsibilities statements

For many years there has been a requirement for a directors' responsibilities statement imposed, in effect, by auditing standards. The statement explains the responsibilities of the directors for the preparation of the financial statements with the aim of distinguishing those responsibilities from the responsibilities of the auditors.

In addition, there is a requirement for those companies that are within the scope of the Disclosure and Transparency Rules (DTR) of the Financial Services Authority to include a 'responsibility statement' in their annual report. The statement is an acknowledgement by those responsible for the annual report of their responsibilities.

The responsibility statement required by the DTR must be made by the person(s) responsible within the company. This is usually the directors, but it is up to each company to decide which person(s) is (are) considered responsible. The responsibility statement must include the name and function of the person making the statement. Only one person is required physically to sign the responsibility statement.

Each person making a responsibility statement must confirm that to the best of his or her knowledge:

  • the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the company and the undertakings included in the consolidation taken as a whole; and
  • the management report (the DTR term to describe the narrative part of the annual report) includes a fair review of the development and performance of the business and of the position of the company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face.

ISA (UK and Ireland) 700 (revised) requires that the audit report contains a 'statement that those charged with governance are responsible for the preparation of the financial statements'. Whilst this is not as strict as the previous ISA, which required that either the annual report or the audit report contain a description of those responsibilities, all of APB's examples refer to a separate Directors' Responsibilities Statement. The APB has not provided an example of a statement for a public company, but market practice has generally been to continue preparing a similar statement to that used in previous years, combined with the statement required by DTR 4.1.

Directors' liability for disclosures

Section 463 of the Companies Act 2006 provides a level of protection for directors in respect of certain statements. It was introduced to encourage directors to provide more meaningful disclosures, particularly relating to the future. Under section 463, a director may be held liable only to the company itself (although existing civil or criminal offences are unchanged) and not to individual shareholders or third parties. Such liability to the company would exist only if the director knowingly made a statement that was untrue or misleading, or was reckless as to whether this was the case. For an omission from the directors' report, liability would arise only if he or she knew that the omission was 'dishonest concealment of a material fact'.

This protection extends only to the director s' report and directors' remuneration report and any summary financial statement derived from those reports. Statements made outside these reports, such as within an OFR or corporate governance statement (whether under the Listing Rules or DTR 7.2), are not protected unless the OFR or other relevant statement has been scoped into the directors' report by means of a clear cross reference.

Gender pay gap information

The Equality Act 2010 gives the government the power to make regulations requiring disclosure of gender pay gap, defined as the size of the difference between men's and women's pay expressed as a percentage. The Government's aim is for employers regularly to publish such information on a voluntary basis. The government has been working with a range of partners to develop a new voluntary framework for gender equality reporting called 'Think, Act, Report'. The Government does not intend to make regulations under this power while it is working with business to increase transparency on a voluntary basis. The power would be used only if voluntary arrangements do not work.

Reporting greenhouse gas emissions

In September 2009, the Department for Environment, Food and Rural Affairs (DEFRA), in partnership with the Department for Energy and Climate Change (DECC), published guidance for businesses and organisations on how to measure and report their greenhouse gas emissions. The guidance explains how businesses and organisations can measure and report their greenhouse gas emissions as well as set targets to reduce them. The guidance is aimed at all sizes of business as well as public and third sector organisations.

In addition, section 85 of the Climate Change Act 2008 commits the government either to introduce regulation, under CA06 by April 2012, to require corporate greenhouse gas reporting, or explain why not. DEFRA is expected to publish a follow-up to its recent consultation on carbon reporting later in 2011.

Financial statements

The survey consists of 100 companies that are fully listed on the London Stock exchange – regulated market, all of which applied IFRS in their consolidated financial statements.

The survey also included 30 investment trusts. The Investment trusts that were groups prepared their consolidated accounts in accordance with IFRS and the remaining investment trusts that did not have any subsidiaries have the choice of IFRS or UK GAAP.

The majority of companies and investment trusts in the survey were incorporated in the UK and subject to UK company law, with a small number being incorporated in Jersey or Guernsey and subject to local company law requirements.

The key aspects of the accounting regulatory framework are detailed in the Deloitte publication: iGAAP 2011 Financial statements for UK listed groups. The 2012 edition illustrating the requirements effective for 31 December 2011 year ends is expected to be issued on 30 November 2011.

WHAT CHANGES TO THE FRAMEWORK CAN BE EXPECTED FOR THE 2011/12 REPORTING SEASON?

This section provides an overview of the latest developments which will impact narrative reporting next year and beyond.

The new UK Corporate Governance Code

The FRC launched the new UK Corporate Governance Code in May 2010. The new Code aims to help company boards become more effective and more accountable to their shareholders.

Changes to the Code include:

  • to improve risk management, the company's business model should be explained and the board should be responsible for determining the nature and extent of the significant risks it is willing to take;
  • performance-related pay should be aligned to the long-term interests of the company and its risk policy and systems;
  • to increase accountability, all directors of FTSE 350 companies should be put forward for re-election every year;
  • to promote proper debate in the boardroom, there are new principles on the leadership of the chairman, the responsibility of the non-executive directors to provide constructive challenge, and the time commitment expected of all directors;
  • to encourage boards to be well balanced and avoid "group think", there are new principles on the composition and selection of the board, including the need to appoint members on merit, against objective criteria, and with due regard for the benefits of diversity, including gender diversity; and
  • to help enhance the board's performance and awareness of its strengths and weaknesses, the chairman should hold regular development reviews with each director and FTSE 350 companies should have externally facilitated board effectiveness reviews at least every three years.

There are two key changes which will impact narrative reporting. Firstly, the preface to the new Code states that "chairmen are encouraged to report personally in their annual statements how the principles relating to the role and effectiveness of the board (in Sections A and B of the new Code) have been applied". It is hoped that this will give investors a clearer picture of the steps taken by boards to operate effectively but also, by providing fuller context, it will make investors more willing to accept explanations when a company chooses to explain rather than to comply with one or more provisions.

Secondly, there is a new requirement (Code provision C.1.2) that there should be an explanation of the basis on which the company generates or preserves value over the longer term (the business model) and the strategy for delivery of the objectives of the company. The new Code states that it would be desirable if the explanation were located in the same part of the annual report as the business review required by section 417 of the CA06. It also refers preparers to the guidance contained in paragraphs 30 to 32 of the RS.

The new Code applies to all companies with a premium listing of equity shares with financial years beginning on or after 29 June 2010. The Deloitte publication 'Setting the tone – a new focus for governance' provides suggested actions and questions to ask on a practical route to implementation.

New disclosures for audit committees on the provision of non-audit services

The FRC recommended that audit committees should take steps to improve the governance and transparency of the provision of non-audit services to the company by their external auditors in revisions to section 4 of its Guidance on audit committees issued in December 2010. The FRC encourages companies to use the revised Guidance with effect from 30 April 2011.

The new guidance recommends that audit committees should:

  • consider the effect the external auditor undertaking aspects of the internal audit function may have on the effectiveness of the company's overall arrangements for internal control and investor perceptions in this regard (new 4.8);
  • keep the policy in relation to the provision of non-audit services by the auditor under review (addition to 4.29);
  • set and apply a formal policy specifying the types of non-audit service (if any) for which (a) the use of the external auditor is pre-approved, (b) specific approval from the audit committee is required before they are contracted, or (c) the external auditor is excluded (new 4.30-4.32);
  • disclose to shareholders, as early as practicable, instances where the audit engagement partner will, on grounds of audit quality, continue in position for an additional period of up to two years in excess of the usual five and the reasons for this decision (new 4.36); and
  • provide an explanation in the annual report, or on the company's website, as to how auditor objectivity and independence is safeguarded if the auditor provides non-audit services in sufficient detail to cover each of the elements described in the third bullet above. In addition the audit committee's report within the annual report should set out, or cross-refer to, the fees paid to the auditor for audit services, audit related services and other non-audit services. Where the auditor provides non-audit services, other than audit related services, the annual report should include an explanation for each significant engagement of what the services are, why the audit committee concluded that it was in the interests of the company to purchase them from the external auditor (rather than another supplier) and how auditor objectivity and independence has been safeguarded. (new 4.38). A template for the provision of the fees information by the auditors to the audit committee is set out in Appendix A to Ethical Standard 1 issued by the Auditing Practices Board and might usefully be considered in preparing the company's own disclosure. This template provides two distinct columns, one for audit related services and another for non-audit related services.

The future of narrative reporting

In a first step along the path to better corporate information, BIS issued a consultation paper in September 2011 proposing a new, simpler framework for narrative reporting that should reduce burdens on companies.

BIS is proposing to introduce a Strategic Report and an Annual Directors' Statement, the latter of which does not have to be included in the annual report. The intention is that the level of prescription for the Strategic Report will be kept to a minimum so that companies have the flexibility to "tell their story". The Strategic Report will continue to include the existing content required by section 417 of the CA06 (The Business Review) but in addition quoted companies will be required to provide:

  • a description of the company's strategy;
  • a description of the company's business model;
  • key information on executive remuneration (including the link between company performance and the remuneration of company directors and senior executives);
  • a description of critical changes in the company's governance;
  • disclosure on women on boards;
  • information regarding human rights matters (in accordance with the newly published Guiding Principles for the "Protect, Respect and Remedy" Framework); and
  • comparative information for KPIs for the preceding financial year.

BIS is proposing that the Strategic Report should be signed off by each individual director as well as the company secretary.

The Annual Directors' Statement will be the key source of detailed information on specific aspects of company performance. It will be designed for online disclosure. However the right to request the information in hard copy will remain.

To help with efforts to reduce clutter, BIS has proposed that five specific disclosures are removed. These include the creditors' days payment policy and charitable donations.

The deadline for comment is 25 November 2011 and the Government intends to publish draft regulatory and non-regulatory solutions with a view to these becoming effective for years beginning 1 October 2012.

The Turnbull Guidance on internal control

In December 2010, the FRC indicated that it was deferring its planned review of the Turnbull guidance. It wanted first to explore how companies were responding to the extension of Code principle C.2 to cover the board's responsibility to determine the nature and extent of the risks they are willing to take in achieving their strategic objectives. The FRC has now issued a summary of the discussions it has had with companies, investors and advisers and this paper (Boards and Risk – September 2011) indicates that the FRC has concluded that some change is needed to the Turnbull guidance to reflect the role of the board as articulated in the new version of the Code. The FRC intends to carry out a limited review during 2012.

Gender diversity on boards

The Department of Business, Innovation and Skills is expected to consult on the recommendation made in Lord Davies report 'Women on boards' that quoted companies should be required to disclose each year the proportion of women on the board, women in senior executive positions and female employees in the whole organisation.

The FRC announced changes to the UK Corporate Governance Code in October 2011, which aim to address the recommendations set out in Lord Davies report. The changes come into force for periods commencing on or after 1 October 2012.

3. SURVEY OBJECTIVES

The main objectives of the survey were to discover:

  • what narrative reporting listed companies have provided in their annual reports;
  • how companies met the requirements of the Companies Act 2006 to provide a business review within the directors' report;
  • the level of variety in presentation of the primary statements in listed companies' financial statements;
  • which critical judgements and key estimations directors consider to be the most significant;
  • how compliance with disclosure requirements and the accounting policy choices made under IFRSs varied; and
  • how the results varied depending on the size of the company and compared with similar surveys performed in previous years.

The annual reports of 130 listed companies were surveyed to determine current practice. Consistent with the approach adopted in Deloitte's recent surveys, the companies were split into two groups being 30 investment trusts and 100 other companies. Investment trusts are those companies classified by the London Stock Exchange as non-equity or equity investment instruments (this excludes real estate investment trusts). They have been treated as a separate population due to their specialised nature and the particular needs of their investors.

The sample is, as far as possible, consistent with that used in last year's survey. As a result of takeovers, mergers and de-listings over the last 12 months, the sample could not be identical. Replacements and additional reports were selected evenly and at random from three categories being those within the top 350 companies by market capitalisation at 30 June 2011, those in the smallest 350 by market capitalisation, and those that fall in between those categories (the 'middle' group).

The annual reports used were those most recently available and published in the period from 1 August 2010 to 31 July 2011.

As noted above the findings for investment trusts are analysed separately within this publication. Sections 4-13 summarise the results for the 100 companies excluding investment trusts and section 14 reviews the 30 investment trusts.

To read this Report in full, please click here.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

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  • To allow you to personalize the Mondaq websites you are visiting.
  • To enable features such as password reminder, newsletter alerts, email a colleague, and linking from Mondaq (and its affiliate sites) to your website.
  • To produce demographic feedback for our information providers who provide information free for your use.

Mondaq (and its affiliate sites) do not sell or provide your details to third parties other than information providers. The reason we provide our information providers with this information is so that they can measure the response their articles are receiving and provide you with information about their products and services.

If you do not want us to provide your name and email address you may opt out by clicking here .

If you do not wish to receive any future announcements of products and services offered by Mondaq by clicking here .

Information Collection and Use

We require site users to register with Mondaq (and its affiliate sites) to view the free information on the site. We also collect information from our users at several different points on the websites: this is so that we can customise the sites according to individual usage, provide 'session-aware' functionality, and ensure that content is acquired and developed appropriately. This gives us an overall picture of our user profiles, which in turn shows to our Editorial Contributors the type of person they are reaching by posting articles on Mondaq (and its affiliate sites) – meaning more free content for registered users.

We are only able to provide the material on the Mondaq (and its affiliate sites) site free to site visitors because we can pass on information about the pages that users are viewing and the personal information users provide to us (e.g. email addresses) to reputable contributing firms such as law firms who author those pages. We do not sell or rent information to anyone else other than the authors of those pages, who may change from time to time. Should you wish us not to disclose your details to any of these parties, please tick the box above or tick the box marked "Opt out of Registration Information Disclosure" on the Your Profile page. We and our author organisations may only contact you via email or other means if you allow us to do so. Users can opt out of contact when they register on the site, or send an email to unsubscribe@mondaq.com with “no disclosure” in the subject heading

Mondaq News Alerts

In order to receive Mondaq News Alerts, users have to complete a separate registration form. This is a personalised service where users choose regions and topics of interest and we send it only to those users who have requested it. Users can stop receiving these Alerts by going to the Mondaq News Alerts page and deselecting all interest areas. In the same way users can amend their personal preferences to add or remove subject areas.

Cookies

A cookie is a small text file written to a user’s hard drive that contains an identifying user number. The cookies do not contain any personal information about users. We use the cookie so users do not have to log in every time they use the service and the cookie will automatically expire if you do not visit the Mondaq website (or its affiliate sites) for 12 months. We also use the cookie to personalise a user's experience of the site (for example to show information specific to a user's region). As the Mondaq sites are fully personalised and cookies are essential to its core technology the site will function unpredictably with browsers that do not support cookies - or where cookies are disabled (in these circumstances we advise you to attempt to locate the information you require elsewhere on the web). However if you are concerned about the presence of a Mondaq cookie on your machine you can also choose to expire the cookie immediately (remove it) by selecting the 'Log Off' menu option as the last thing you do when you use the site.

Some of our business partners may use cookies on our site (for example, advertisers). However, we have no access to or control over these cookies and we are not aware of any at present that do so.

Log Files

We use IP addresses to analyse trends, administer the site, track movement, and gather broad demographic information for aggregate use. IP addresses are not linked to personally identifiable information.

Links

This web site contains links to other sites. Please be aware that Mondaq (or its affiliate sites) are not responsible for the privacy practices of such other sites. We encourage our users to be aware when they leave our site and to read the privacy statements of these third party sites. This privacy statement applies solely to information collected by this Web site.

Surveys & Contests

From time-to-time our site requests information from users via surveys or contests. Participation in these surveys or contests is completely voluntary and the user therefore has a choice whether or not to disclose any information requested. Information requested may include contact information (such as name and delivery address), and demographic information (such as postcode, age level). Contact information will be used to notify the winners and award prizes. Survey information will be used for purposes of monitoring or improving the functionality of the site.

Mail-A-Friend

If a user elects to use our referral service for informing a friend about our site, we ask them for the friend’s name and email address. Mondaq stores this information and may contact the friend to invite them to register with Mondaq, but they will not be contacted more than once. The friend may contact Mondaq to request the removal of this information from our database.

Security

This website takes every reasonable precaution to protect our users’ information. When users submit sensitive information via the website, your information is protected using firewalls and other security technology. If you have any questions about the security at our website, you can send an email to webmaster@mondaq.com.

Correcting/Updating Personal Information

If a user’s personally identifiable information changes (such as postcode), or if a user no longer desires our service, we will endeavour to provide a way to correct, update or remove that user’s personal data provided to us. This can usually be done at the “Your Profile” page or by sending an email to EditorialAdvisor@mondaq.com.

Notification of Changes

If we decide to change our Terms & Conditions or Privacy Policy, we will post those changes on our site so our users are always aware of what information we collect, how we use it, and under what circumstances, if any, we disclose it. If at any point we decide to use personally identifiable information in a manner different from that stated at the time it was collected, we will notify users by way of an email. Users will have a choice as to whether or not we use their information in this different manner. We will use information in accordance with the privacy policy under which the information was collected.

How to contact Mondaq

You can contact us with comments or queries at enquiries@mondaq.com.

If for some reason you believe Mondaq Ltd. has not adhered to these principles, please notify us by e-mail at problems@mondaq.com and we will use commercially reasonable efforts to determine and correct the problem promptly.