Conceptual Approach to
Board Reporting Framework
A Post COVID – 19
Corporate Governance Perspective

Prepared by:
Management Accounting Committee
The Institute of Cost Accountants of India
(Statutory body under an Act of Parliament)
www.icmai.in
HQ: CMA Bhawan, 12, Sudder Street, Kolkata-700 016
Phone: 091-33-2252 1031/34/35/1602/1492
Delhi Office: CMA Bhawan, 3, Institutional Area, Lodhi Road, New Delhi-110 003
Phone: 091-11-24666100

CONTENTS

  • Objectives
  • Underpinning philosophy
  • Value Chain Approach
  • Key themes of reporting
  • Time dimension
  • Reporting beyond financial parameters
  • Futuristic Information
  • Risk Impacted Assessment
  • A typical model for a Manufacturing Business Model
  • A typical model for a Service Business Model

Objectives

Almost the entire world today is reeling under the threat and aftermath of unprecedented COVID 19 pandemic. This has had a huge and significant impact on the businesses all over the world across sectors. The disruption to normal business models from the supply lines is likely to have long-lasting repercussions. Given such a scenario, companies will need to operate differently to effectively manage the crisis. COVID-19 is changing the way we live, work and use technology. As the world adjusts to its new normal, this calls for a need to rethink strategies to drive resilience and emerge from this crisis stronger. The Corporate Boards will respond to challenges resulting in revised business models evolving over time frame. The objective of this paper is to provide a conceptual Corporate Governance perspective to the Board Reporting Framework – Post COVID 19 which will serve as an internal document from the managements mirroring the renaissance of the related entity.

Underpinning philosophy

Post COVID 19 business will have a new normal and the Corporate Governance perspective and Board Reporting Framework will have to be reengineered accordingly and appropriately. There is an imperative need to have a well-defined management reporting to update the Board on the crisis and its (changing) impact on business fundamentals, with data about current and projected impacts on performance based on established key indicators and how the business is recovering. It is also important that the Board adapts its working mode to the speed of events, requiring ongoing communication between Boards and Management Teams.

Value Chain Approach

The speed and breadth of this crisis has impacted the Value chains of the companies both internal and external to the entity. The Current Corporate and Board reporting practices are entity focused. Post COVID 19 the value chain approach based on sustainability and the integrated reporting architecture would be more relevant which is also endorsed by the global management accounting bodies.

The COVID-19 pandemic has destabilized supply chains like no other event in recent history. Effective inventory management including efficient warehousing keeping the customer value expectations in focus the managements will be compulsorily be required to relook the entire value chain and work out appropriate strategies and action plans to deal with the new emerging business order. The focus will be on faster ramp up and sustained growth of the organization.

As the Corporate Managements can reset their business models only by looking outside the boundaries of an entity, reporting to the Board should also follow that path of the value chain. Therefore value chain approach and not the entity level should be the touch stone of Corporate Reporting.

Key Board Reporting Themes

Once the pandemic is over, Boards and management should take the opportunity to review the situation and discuss lessons learnt including how the business was disrupted (historical impact) and likely future implications for the business. This requires a facilitative management reporting framework focused on capturing the historical impact and offering a perspective and handle on projected impacts on operational and financial performance of companies. The Boards should get this right and it presents a unique opportunity to establish and build trust within their stakeholders. The key themes on which the management attention and indulgence is inevitable are –

  • Rebuilding Stakeholder value
  • Supply Chain – Inbound
  • Production / Operations
  • Marketing
  • Supply Chain – Outbound
  • Financial Resources Management
  • Infrastructure Management
  • Human Resources
  • Information Technology
  • Sustainability

Time dimensions

Once the pandemic is over, Boards and management should take the opportunity to review the situation and discuss lessons learnt including how the business was disrupted (historical impact) and likely future implications for the business in immediate, short, medium and long term. In the current scenario, the Time Dimension of short, medium and long term have a different connotation than what is normally understood, explained elsewhere in this paper.

This requires

a) Impact assessment (Historical analysis),

b) Short term action Framework (1-3 months),

c) Medium term action Framework (3 months to 6 months),

d) Long term action Framework ( 6 months to 1 year),

The Boards will have to keep tab on the various aspects of business on continuous basis informally, even though the structured / formal reports may be presented in the Board meeting(s) held periodically.

Beyond Financial performance parameters

The philosophy of a good company is not only to provide a fair return on investment to the shareholders, which is financial consideration, but also to take care of the expectations of other stake holders through non-financial measures like: providing good working condition, providing for career growth and development, recognizing creativity, encouraging meritocracy, value based management system, increase in productivity, improved standard of living, new customer retention, Customer satisfaction, and consideration of social & environmental issues in strategic decision making. Non – financial performance parameters can act as leading indicators because if the company is doing good job in these dimensions, most probably it will generate good results with respect to financial indicators, like profit, growth, sales etc. Through all these measures, the company will not only earn a good reputation, which is an intangible asset, but also will improve productivity, thereby creating competitive advantage.

Futuristic Information

As the reporting will now seek to inform the Board not only the historic impact but also futuristic information, the managements need to be on sound footing in estimating future costs which will form a part of short, medium and long term indicators. Moving beyond the accounting norms of good estimates and provisions, measurement tools need to be in place to forecast the costs impact in foreseeable future using cost and management accounting tools like Life Cycle or Technology based costing.

Risk – Impact and Management

Business risk involves the possibility of financial and operational difficulties in the business environment. The COVID-19 pandemic demonstrates the unprecedented levels of global connectivity we work and live with; and how seemingly unrelated issues like the resilience of businesses, dependence on supply chains, and normal social interactions can be simultaneously severely compromised. The businesses in future will need to develop comprehensive and robust risk management architectures with a view to affording risk shield to their operations and an ability to steer the entity towards achieving organizational objectives. This calls for a relook at the way the companies were managed in pre COVID 19 scenario. Financial and Non-financial information may need to be viewed through the lens of risk management before they are presented to the Board.

Board Reporting Framework

Based on the concepts suggested as above, a suggested template Board Reporting Framework is presented below. The template is purely suggestive and the indicators need to be populated based on the strategic and operational context of an individual entity. However what we have attempted is to populate the template under two scenarios.

1. Scenario one is that of a manufacturing company

2. Scenario two is that of a services company in ITES domain.

Source- https://icmai.in/upload/Institute/Updates/Board_Reporting_Framework_ICMAI_April2020.pdf

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