Management commentary – known as MD&A in some countries – is a report that complements a company’s financial statements
Investors are concerned about ‘reporting gaps’ between the information provided in management commentaries and the information that they need. In response, the International Accounting Standards Board (the Board) is proposing a major overhaul to the existing IFRS Practice Statement 1 Management Commentary.1
The proposals build on innovations in narrative reporting and aim to bring together in one place the information that investors need to assess the company’s long-term prospects including information about sustainability matters, intangible resources and key relationships.
They are designed to provide insight into factors that:
- have affected the company’s financial performance and position reported in its financial statements; and
- could affect the company’s ability to create value and generate cash flows in the future.
Companies would not have to apply the proposed practice statement to claim compliance with IFRS® Standards. However, national regulators may choose to mandate it.
The Board’s proposals are designed to provide a comprehensive bridge between the historical picture presented in a company’s financial statements and the sustainability and other information that investors need to assess its long-term prospects. Given its proposed non-mandatory nature, the question now is whether the proposals are sufficiently attractive to companies and/or national regulators to become the global baseline for narrative reporting.
Why replace the existing practice statement?
The existing practice statement would be replaced by a new comprehensive framework to address gaps in reporting. Common concerns from investors include too much generic information and failure to address company-specific matters – in particular, those that are important for the company’s long-term prospects.
For example, some investors note there often is insufficient information on the key intangible resources and relationships that the company depends on for its future success, as well as on environmental, social and governance (ESG) matters and how they affect a company’s business model, strategy, resources, relationships or risks.
What is the Board proposing for management commentary?
- business model;
- resources and relationships – including intangibles;
- external environment; and
- financial performance and position – including how this has been affected or could be affected in the future by the matters identified.
The information about each content area would need to address management’s progress in managing key matters and the implications of those matters. It may need to include financial and non-financial KPIs used in managing the business. For example, a social media business might need to report on its subscriber numbers.
How would the proposals interact with sustainability reporting standards?
The proposals anticipate that companies may use topic-specific frameworks – e.g. covering sustainability matters – to help identify the information to be provided. For example, where a company has a water-stressed site at risk of closure, the proposals might require disclosure of revenue and water usage for that site, but would not specify how water usage should be measured.
Separately from the proposals for management commentary, the IFRS Foundation Trustees are consulting on the possible formation of an International Sustainability Standards Board to set standards on climate-related and other sustainability reporting matters.
Have your say by 23 November 2021
Read the exposure draft and don’t miss your opportunity to have your say before 23 November 2021 through the Board’s website.
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