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What disclosures do the Fortune 500 put in their annual reports?

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Financial reporting is constantly evolving, shaped by global events, technological advancements and regulatory changes. 

As we dig into the 2023 annual reports of Fortune 500 companies, we discover that companies are increasingly prioritizing cybersecurity, executive compensation clawbacks and more. 

Cybersecurity disclosures

On July 26, 2023, the SEC issued a final rule on cybersecurity disclosures, effective since December 2023, mandating that public companies disclose material information related to their cybersecurity risk management, strategy and governance. 

Per a review performed by Deloitte on Fortune 500 filers from Dec. 15, 2023, through Feb. 29, 2024, most companies included the following, while the details and specifics varied:

  • Cybersecurity frameworks: Companies discussed their use of the National Institute of Standards and Technology or International Organization for Standardization cybersecurity frameworks.
  • Incident response plans: Companies disclosed their formal incident response plans, which are crucial for managing cyber threats.
  • Employee training: Companies emphasized their regular cybersecurity training, including phishing exercises.
  • Vulnerability testing: Companies engage in penetration or vulnerability testing to assess their defenses.

Executive compensation clawback

On Oct. 26, 2022, the SEC issued a final rule on the clawback of executive compensation. This rule requires public companies to disclose and file their recovery policy as an exhibit with their annual report. They must also indicate by checkboxes if the financial statements in the annual report reflect a correction of an error to previously issued financial statements that triggered a recovery analysis, and disclose any actions taken because of the recovery analysis.

  • Clawback policies: Companies are increasingly disclosing their executive compensation clawback policies. These policies allow companies to recoup executive bonuses or incentives in cases of financial restatements due to misconduct or errors.
  • Triggering events: Disclosures outline the conditions triggering clawbacks, the process for recovery, and the role of compensation committees in enforcing accountability.

Artificial intelligence transforming business models

As AI’s transformative potential reshapes world markets, companies have added more disclosures surrounding their adoption of AI technologies. 

  • AI applications: Companies discuss how they incorporate AI into their operations, from customer service chatbots to predictive analytics.
  • Challenges and risks: Disclosures highlight the risks associated with AI, including bias, data privacy and ethical considerations (i.e., legal and compliance requirements such as those under the E.U. Artificial Intelligence Act)

Integrated reporting beyond the numbers

Integrated reporting combines financial and non-financial information to convey a holistic view of a company’s value creation. Key aspects in disclosures among the Fortune 500 included:

  • Materiality: Companies identify material non-financial factors (ESG metrics) that impact their long-term success.
  • Stakeholder engagement: Integrated reports engage stakeholders beyond investors, including employees, customers and communities.
  • Sustainability goals: Companies communicate their commitment to sustainable practices and societal impact.

ESG metrics

Disclosing environmental, social, and governance metrics is gaining prominence. 

  • Environmental responsibility: Companies are reporting on carbon emissions, water usage, and waste management.
  • Social impact: Companies disclose diversity initiatives, employee well-being, and community engagement.

Climate-related disclosures

As climate change becomes a critical global issue, companies are providing granular disclosures on climate risks and opportunities.

  • Physical impacts: Companies assess how climate events (e.g., extreme weather) affect their operations and assets.
  • Reputational risk: Companies discuss how environmental practices impact brand reputation.
  • Regulatory compliance: Companies address the effects of regulations like the E.U. Corporate Sustainability Reporting Directive and state-level climate laws.

In March 2024, the SEC announced its final rule for the Enhancement and Standardization of Climate-Related Disclosures. Public companies will be required to begin disclosing material impacts of climate risks and transition activities on their operations and financial statements. 

While, according to a study issued in November 2023, 90% of the Russell 1000 already report on sustainability data, these rules will provide a more consistent guidance and reporting structure than what is currently occurring. 

Tailored disclosures needed for each company

The 2023 annual reports reflect a shift toward transparency, sustainability and strategic risk management. As investors and stakeholders demand more comprehensive information, companies must navigate these trends to build trust and resilience in an ever-changing world .

While these trends provide valuable insights, each company’s disclosures should be tailored to its unique circumstances. For CPA consultants, consider advising your clients on effective reporting strategies that align with these evolving themes. 

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Acting IRS commissioner reportedly replaced

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Gary Shapley, who was named only days ago as the acting commissioner of the Internal Revenue Service, is reportedly being replaced by Deputy Treasury Secretary Michael Faulkender amid a power struggle between Treasury Secretary Scott Bessent and Elon Musk.

The New York Times reported that Bessent was outraged that Shapley was named to head the IRS without his knowledge or approval and complained to President Trump about it. Shapley was installed as acting commissioner on Tuesday, only to be ousted on Friday. He first gained prominence as an IRS Criminal Investigation special agent and whistleblower who testified in 2023 before the House Oversight Committee that then-President Joe Biden’s son Hunter received preferential treatment during a tax-evasion investigation, and he and another special agent had been removed from the investigation after complaining to their supervisors in 2022. He was promoted last month to senior advisor to Bessent and made deputy chief of IRS Criminal Investigation. Shapley is expected to remain now as a senior official at IRS Criminal Investigation, according to the Wall Street Journal. The IRS and the Treasury Department press offices did not immediately respond to requests for comment.

Faulkender was confirmed last month as deputy secretary at the Treasury Department and formerly worked during the first Trump administration at the Treasury on the Paycheck Protection Program before leaving to teach finance at the University of Maryland.

Faulkender will be the fifth head of the IRS this year. Former IRS commissioner Danny Werfel departed in January, on Inauguration Day, after Trump announced in December he planned to name former Congressman Billy Long, R-Missouri, as the next IRS commissioner, even though Werfel’s term wasn’t scheduled to end until November 2027. The Senate has not yet scheduled a confirmation hearing for Long, amid questions from Senate Democrats about his work promoting the Employee Retention Credit and so-called “tribal tax credits.” The job of acting commissioner has since been filled by Douglas O’Donnell, who was deputy commissioner under Werfel. However, O’Donnell abruptly retired as the IRS came under pressure to lay off thousands of employees and share access to confidential taxpayer data. He was replaced by IRS chief operating officer Melanie Krause, who resigned last week after coming under similar pressure to provide taxpayer data to immigration authorities and employees of the Musk-led U.S. DOGE Service. 

Krause had planned to depart later this month under the deferred resignation program at the IRS, under which approximately 22,000 IRS employees have accepted the voluntary buyout offers. But Musk reportedly pushed to have Shapley installed on Tuesday, according to the Times, and he remained working in the commissioner’s office as recently as Friday morning. Meanwhile, plans are underway for further reductions in the IRS workforce of up to 40%, according to the Federal News Network, taking the IRS from approximately 102,000 employees at the beginning of the year to around 60,000 to 70,000 employees.

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Accounting

On the move: EY names San Antonio office MP

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Carr, Riggs & Ingram appoints CFO and chief legal officer; TSCPA hosts accounting bootcamp; and more news from across the profession.

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Accounting

Tech news: Certinia announces spring release

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Certinia announces spring release; Intuit acquires tech and experts from fintech Deserve; Paystand launches feature to navigate tariffs; and other accounting tech news and updates.

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