The Chartered Governance Institute annual conference, ‘Governance 2021: The Next Chapter’.
By Tamara O’Brien, TMIL’s roving reporter
If a picture really does paint a thousand words – my screengrab of CGI’s virtual conference conjures up a haiku of the corporate world, as viewed by a keen gamer.
The welcome screen puts you in front of a brooding mega-complex of office towers. On steps in the distance, grey-suited delegates network and make important phone calls, before being swallowed up by the conference centre. Between you and them stretches a walkway flanked by manicured lawns and spindly trees. Will you – dare you – plunge into this forbidding planet too?
We all know of course that the corporate world is nothing – well, not much – like that. And it was with some relief that normal service was resumed, as the panel for Claire’s breakout session ‘Top tips for the coming reporting season’ popped up, relaxed and smiling, from their comfy home offices.
I’m sure there’s a metaphor for reporting in there somewhere, but dashed if I can find it.
Anyway, to business. And today’s was, quizzing two company secretaries – Sally Fairbairn of energy giant SSE, and Lorraine Clover of media group Reach – on two of the hottest topics in corporate reporting right now: the digital future of reporting, and ESG (environmental, social and governance) issues. Both are subject to regulatory changes coming into force this year, and both will feature strongly in the second edition of Trust me I’m listed, out this October.
The digital excitement is around the European Single Electronic Format, ESEF: the requirement for companies to file their annual report as a tagged XHTML document, so that it can be read by machine readers and thus enhance comparability (or so the theory goes).
The thin line between love and hate
Claire revealed that she’s converted from being ‘an avid hater’ of ESEF – fearing it would mean the demise of the human-reader-friendly, aesthetically pleasing pdf – to being more than ok with it. Not just because the techies have found a way to preserve those pdf qualities, but because in the efforts to find a sensible solution for ESEF, there may be a bright future for digital reporting that doesn’t compromise the all-important story told in the annual report. Tagging is complicated though, warns Claire, so best get your system sorted now before publication day looms.
As for ESG, the issue du jour is the drive for a consistent set of reporting standards, and who has the best ones. In the ring are ESG reporting’s biggest hitters:
The EU, in their famous gold-stars-on-a-blue-background shorts, who made an early move with their taxonomy to define green assets. This will be followed in October 2022 by the CSRD (Corporate Sustainability Reporting Directive). CSRD is a set of EU sustainability reporting standards that will ‘build on and contribute to international standardisation initiatives’, including the EU’s own NFRD (Non-Financial Reporting Directive).
Limbering up in the opposite corner, and perhaps with the heavier punch and reach, is the global citizen child of IFRS (International Financial Reporting Standards), the SSB (Sustainability Standards Board), due to be launched this November. SSB is developing a single set of globally accepted ESG reporting standards, likely to be based on the TCFD (Task Force on Climate-related Financial Disclosures) that we all know and love, and which comes into force for premium-listed UK companies this year.
Meanwhile, back in the real world…
With this complex sustainability scene as our backdrop, Lorraine and Sally spoke about how their companies emerged from the shock of 2020, and are now handling these new regulatory challenges.
Lorraine started her first AR reporting cycle at Reach working remotely, with a new team. Not the easiest of starts, but they dealt with it by building extra time into the timetable. She anticipates this will continue even as people start returning to the office, and ‘planning, planning, planning’ will remain her mantra.
She explained how employee wellbeing, governance, and diversity and inclusion were as much on Reach’s agenda as climate change and the environment. ‘A single set of standards is good, but the risk of box-ticking could take us back to square one. There has to be some flexibility for companies to build their ESG framework around what’s important to their business, especially the social and governance aspects.’
Sally, who’d been unaccountably pushed out of the webinar by the whizz-bang technology that will save us all, happily was readmitted at this point. She agreed with Lorraine that it really was all about planning. This year SSE had a new Chair, who’d joined the Board in lock down and became Chair on 1st April. They’d only been able to meet once in person, so getting the tone of their introduction right was another challenge.
As an electricity/energy company, SSE is very much plugged into the TCFD agenda. In fact they’ve been reporting under TCFD since 2019, increasing their compliance each time, and this year, they believe, achieving full compliance. Now that TCFD is a legal requirement, it’s about making sure their assurance levels are in place.
And electronic tagging? ‘We were geared up to do it, but then it wasn’t required, so we paused… we’d welcome your tips for picking it up again, Claire!’
Not one to miss a cue for a book-plug, Claire duly reminded us that tips and more on ESEF would all be forthcoming, once she’d written them. She also hinted at encouraging stuff to come, having seen a demo of reporting content being exported to pdf and XHTML. But, all in good time...
Addressing the F in TCFD
A key point in the discussion of TCFD was that company’s climate-related disclosure isn’t just about risk – there’s opportunity too. Of course, presenting the narrative around both risk and opportunity is the (relatively) easy bit. Rather more difficult is reporting the cold, hard financial implications.
Sally said that SSE had put some financial estimates into their TCFD reporting again this year. An example of climate risk for them would be severe weather patterns, which could make some of their substations subject to flooding: while an opportunity would be the rollout of electric vehicles, allowing them to invest in networks to produce and transport the electricity required. ‘We’ve quantified an estimated profit impact number for one, and a potential revenue number for the other,’ she said.
For Lorraine and Reach, the climate-related risks were around print and paper, and the lorries on the road delivering it. (Comforting to hear such things still feature in a newspaper business, despite Reach’s increasing digitalisation.) While Reach aren’t in the frontline of climate change risk, investors do need to be satisfied that they’re doing what they can; so for them, it’s a matter of centralising all the good things they do so they can report on them better.
So, a lot of ground covered in a relatively short session. Some parting thoughts:
Sally: For investors and other stakeholders standardised metrics would be beneficial, but the scope is enormous, when you think of what’s covered by the E, the S and the G. The users of our reporting are more interested in understanding what we as a company think are our most important ESG issues. That takes you away from standardisation and box-ticking, to focus on the specific context in which you’re operating. That feels more authentic and useful to me, although an overall framework is helpful.
Lorraine: If you do your compliance as a series of statements within your governance section, it frees you to discuss what you want to in the narrative, rather than taking a ‘compliance first’ approach. It means users can see everything in one place and cross-refer to check compliance, rather than having to word-search the whole report.
And so we closed, leaving me to wonder what the pixel-powerbrokers of the welcome screen did next. Rushed home, changed into loungewear and watched cartoons with the kids while scarfing their leftover fish fingers? I’d like to think so.