CRR Case Summaries and Entity-specific Press Notices
The FRC publishes, on a quarterly basis, summaries of its findings from recently closed reviews that resulted in a substantive question to a company (‘Case Summaries’). In addition, it publishes the names of companies whose reviews were closed in the previous quarter without the need for a substantive question. No Case Summary is prepared for such reviews.
Case Summaries, which are available for cases closed in the quarter ending March 2021 onwards, are included in the table below. As, currently, the FRC is subject to existing legal restrictions on disclosing confidential information received from a company, the Case Summaries can only be disclosed with the company's consent. Where consent has been withheld by the company, that fact is disclosed in the table.
From March 2018 until March 2021, the FRC published the names of companies whose reviews were closed in the previous quarter but did not prepare Case Summaries. However, on an exceptional basis, specific cases may be publicised through entity-specific Press Notices, which can also be found in the table below.
The FRC’s reviews are based solely on the company’s annual report and accounts (or interim reports) and do not benefit from detailed knowledge of the company’s business or an understanding of the underlying transactions entered into. They are, however, conducted by staff of the FRC who have an understanding of the relevant legal and accounting framework. The FRC’s correspondence with the company provides no assurance that the annual report and accounts (or interim reports) are correct in all material respects; the FRC’s role is not to verify the information provided but to consider compliance with reporting requirements. The FRC’s correspondence is written on the basis that the FRC (which includes the FRC’s officers, employees and agents) accepts no liability for reliance on its letters or Case Summaries by the company or any third party, including but not limited to investors and shareholders.
Key
- Only a certain number of CRR’s reviews result in substantive questioning of the Board. Matters raised may cover questions of recognition, measurement and/or disclosure.
- CRR’s routine reviews of companies’ annual reports and accounts generally cover all parts over which the FRC has statutory powers (that is, strategic reports, directors’ reports and financial statements). Similarly, CRR’s routine reviews of companies’ interim reports will generally cover all information in that document. Limited scope reviews arise for a number of reasons, including those conducted when a company’s annual report and accounts or interim report are selected for thematic review or reviews that have been prompted by a complaint. In accordance with the Supervision Committee’s Operating Procedures, CRR does not identify those companies whose reviews were prompted by a complaint.
- The FRC may ask a company to refer to its exchanges with CRR when the company makes a change to a significant aspect of its annual report and accounts or interim report in response to a review.
- Case closed after 1 January 2021 but performed under operating procedures that did not allow for the publication of Case Summaries.
- From the quarter ended June 2023, the FRC started identifying the auditor of the annual report and accounts, or the audit firm that issued a review report on the interim report, that was the subject of the CRR review. This information was also back-dated for closed cases publicised from the quarter ended September 2022. Cases marked N/A relate to those published prior to September 2022 or interim reviews that did not have a review opinion.’
Case Summaries
CRR Case Summaries and Entity-specific Press Notices (Excel version)
| Entity | Ocado Group plc |
|---|---|
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Full |
| Quarter Published | December 2021 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |
| Entity | PageGroup plc |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Limited |
| Quarter Published | December 2021 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |
| Entity | Persimmon Plc |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Limited |
| Quarter Published | December 2021 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |
| Entity | Phoenix Group Holdings plc |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Limited |
| Quarter Published | December 2021 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |
| Entity | Platinum Retail Limited |
| Balance Sheet Date | 30 April 2020 |
| Exchange of Substantive Letters (1) | Yes |
| Scope of Review (2) | Limited |
| Quarter Published | December 2021 |
| Auditor (5) | N/A |
| Case Summary / Press Notice |
We questioned why certain disclosures relating to energy and carbon reporting and to the company’s engagement with suppliers, customers and others, required under Schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, were not provided within the director’s report. The company explained that it had inadvertently overlooked these disclosures and agreed to provide the relevant information in future annual reports.
|
| Entity | PZ Cussons plc (3) |
| Balance Sheet Date | 31 May 2020 |
| Exchange of Substantive Letters (1) | Yes |
| Scope of Review (2) | Full |
| Quarter Published | December 2021 |
| Auditor (5) | N/A |
| Case Summary / Press Notice |
Discontinued operations We asked the company to explain why the gain on sale from certain businesses appeared to have been presented as part of continuing operations. The company acknowledged that the gain on sale should have been presented as part of discontinued operations. It agreed to restate the comparatives in its next annual report and accounts to correct this. We also questioned the cash flow statement presentation of the consideration from the disposal of a business which had been presented within cash flows from operating activities. The company acknowledged that the disposal proceeds should have been presented as part of investing activities. It agreed to restate the comparatives in its next annual report and accounts to present the cash flows from the disposal within investing activities. Since these restatements affected the primary financial statements, we asked the company to disclose the fact that the matter had come to its attention as result of our enquiry in its next annual report and accounts. Impairment We asked the company for further information on the assumptions used in the impairment assessment of goodwill and intangible assets. The company provided satisfactory responses to our questions. The company acknowledged that a change in the methodology used to derive the discount rate in the year should have been disclosed in accordance with paragraph 39 of IAS 8, and that clearer narrative disclosures of the reason for the impairment would have been appropriate. Alternative performance measures We questioned why EBITDA did not appear to have been adjusted for amortisation. The company explained that there was an error in the FY19 calculation of EBITDA and in the FY20 presentation of the reconciliation of EBITDA. The company agreed to correct these in the next annual report and accounts. Exceptional items We asked the company why certain exceptional items were not representative of the underlying trading of the company, given they appeared to occur each year. The company provided the requested explanations, and also noted that in future it does not plan to identify items as exceptional in the income statement. Interim Financial Information to 30 November 2020 We asked the company for an explanation of why foreign exchange reserves associated with Nutricima were not reclassified to profit or loss on disposal in the six months ended 30 November 2020. The company explained that it did not consider the disposal of the trade and assets to meet the definition of a full or partial disposal as described by IAS 21, and that the amounts would be reclassified to profit or loss when this definition was met during the 6 months ended 31 May 2021. |
| Entity | Quilter plc |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Limited |
| Quarter Published | December 2021 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |
| Entity | Reckitt Benckiser Group plc |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Limited |
| Quarter Published | December 2021 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |
| Entity | Relx plc |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | Yes |
| Scope of Review (2) | Full |
| Quarter Published | December 2021 |
| Auditor (5) | N/A |
| Case Summary / Press Notice |
Uncertain tax positions The notes to the financial statements included details of a key source of estimation uncertainty relating to the estimation of provisions against uncertain tax positions. We asked the company for further information on the exposure to uncertain tax positions and how they had met the disclosure requirements of paragraphs 125 to 129 of IAS 1 ‘Presentation of financial statements’. The company explained that the provision comprised a number of discrete items, none of which were material individually or when aggregated with related items. The company agreed to provide enhanced disclosures in the next annual report. |
| Entity | Renew Holdings plc |
| Balance Sheet Date | 30 September 2020 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Limited |
| Quarter Published | December 2021 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |
| Entity | Renewi plc |
| Balance Sheet Date | 31 March 2021 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Limited |
| Quarter Published | December 2021 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |
| Entity | Rentokil Initial plc |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Limited |
| Quarter Published | December 2021 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |
| Entity | Rightmove plc |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Full |
| Quarter Published | December 2021 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |
| Entity | Rio Tinto plc |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | Yes |
| Scope of Review (2) | Full |
| Quarter Published | December 2021 |
| Auditor (5) | N/A |
| Case Summary / Press Notice |
Funding of Oyu Tolgoi We asked the company for further information about the accounting policy applied to certain funding transactions involving the non-controlling interest shareholder in Oyu Tolgoi LLC, a Mongolian subsidiary of the group. The company explained the accounting for these funding transactions, including the judgement that amounts recoverable from the non-controlling interest should be recorded in equity as adjustments to the non-controlling interest balance, rather than a financial asset. The company agreed to enhance the disclosures explaining this accounting policy in its next annual report and accounts. Alternative performance measures (APMs) We sought an explanation as to how the company had addressed the requirements of the ESMA Guidelines on APMs to give sufficient prominence to measures directly stemming from the financial statements when compared to the equivalent APMs. The company explained how it had considered the requirements, and undertook to include references to IFRS measures of performance and cash flows in the Chairman’s and CEO’s statements in its next annual report. Deferred tax assets We asked the company to provide additional information about movements in deferred tax assets recognised, the judgements associated with their recognition, and the expiry dates of certain tax losses for which deferred tax assets had been recognised. The company provided the requested information on these assets, and agreed to enhance the disclosures relating to the expiry dates of the associated tax losses in its next annual report and accounts. |
| Entity | Rotork plc |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Limited |
| Quarter Published | December 2021 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |