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 FRC's Operating Procedures, for Corporate Reporting Review, 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 | 4imprint Group plc (3) |
|---|---|
| Balance Sheet Date | 2 January 2021 |
| Exchange of Substantive Letters (1) | Yes |
| Scope of Review (2) | Full |
| Quarter Published | March 2022 |
| Auditor (5) | N/A |
| Case Summary / Press Notice |
Parent company cash flow statement We asked the company to explain the extent of the cash and non-cash movements in the amounts due to and from subsidiaries in the parent company’s balance sheet. The company provided a satisfactory explanation of these movements in the year. We also questioned the classification of dividends received as financing cash inflows in the parent company cash flow statement. The company agreed to classify these amounts as investing cash inflows in accordance with paragraph 33 of IAS 7, ‘Statement of Cash Flows’, in its 2021 financial statements and to restate the comparative amounts accordingly. As the restatement affected a primary statement, we asked the company to disclose the fact that the matter had come to its attention as a result of our enquiry. Tax on defined benefit pension contributions We asked the company to clarify the basis of its allocation of tax on defined benefit pension contributions between the income statement and other comprehensive income. While we were not persuaded that the basis of allocation used best reflects the requirements of paragraph 63 of IAS 12, ‘Income Taxes’, the company clarified that the net effect on the income statement and other comprehensive income would not have been materially different had an alternative allocation policy been applied. The company undertook to reconsider certain aspects of the allocation and the related accounting policy note in future periods. We also asked the company for more information on the composition of deferred tax balances related to the pension scheme. The company satisfactorily responded to this enquiry. |
| Entity | 888 Holdings plc (3) |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | Yes |
| Scope of Review (2) | Full |
| Quarter Published | March 2022 |
| Auditor (5) | N/A |
| Case Summary / Press Notice |
Impairment of goodwill We requested information about the basis on which the company had allocated assets to the bingo cash generating units for the purpose of impairment testing. The company responded satisfactorily and explained the judgements it had made. Amounts due to and from subsidiaries We asked for clarification of the value of dividends received in cash during the year based on an inconsistency in the notes compared to the parent company cash flow statement. The company acknowledged that the parent company cash flow statement included an incorrect amount for the dividend cash inflow and agreed to restate the comparatives in its next annual report and accounts. As the change affected a primary statement, we asked the company to disclose the fact that the matter had come to its attention as a result of our enquiry. We asked the company to explain the rationale for classifying amounts due from subsidiaries as current assets and the loan payable to subsidiaries as a non-current liability. The company explained the judgements it had made and undertook to disclose details of the terms and conditions of the loan in future annual reports and accounts. The company classified cashflows with subsidiaries as operating activities and provided a net figure for the movement on amounts due to and from subsidiaries. We enquired about the nature of the underlying transactions and asked the company to explain the basis for showing a net movement on the balances with subsidiaries. The company provided a satisfactory explanation of the nature of the transactions to support the inclusion of the cashflows within operating activities. The company undertook to present separate line items for the movements in amounts due to and from subsidiaries in future annual reports and accounts. |
| Entity | Antofagasta plc |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | Yes |
| Scope of Review (2) | Full |
| Quarter Published | March 2022 |
| Auditor (5) | N/A |
| Case Summary / Press Notice |
Accounting for tolling arrangements and treatment charges We requested more information on the company’s accounting policy for concentrate sold under tolling arrangements to smelters and roasters. The company satisfactorily explained that the smelters and roasters are the company’s customer, not its agent, and that the adjustment to revenue for ‘tolling’ or ‘treatment’ charges disclosed in the annual report is a pricing adjustment, rather than an expense of the company. The company undertook to revise the wording of its revenue accounting policy to explain in more detail the nature of the pricing of concentrate sales. Recognition of deferred tax assets We asked the company to explain the extent to which it had considered the requirements of IAS 12, ‘Income Taxes’, to recognise deferred tax assets in relation to unused tax losses to the extent that there are sufficient taxable temporary differences relating to the same taxation authority and the same taxable entity. The company satisfactorily explained that the unrecognised tax losses relate to a single entity that has no material deferred tax liabilities, and that the losses are not eligible for offset against the taxable profits of other group entities. |
| Entity | Baillie Gifford Shin Nippon PLC |
| Balance Sheet Date | 31 January 2021 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Full |
| Quarter Published | March 2022 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |
| Entity | Benchmark Holdings plc |
| Balance Sheet Date | 30 September 2020 |
| Exchange of Substantive Letters (1) | Yes |
| Scope of Review (2) | Full |
| Quarter Published | March 2022 |
| Auditor (5) | N/A |
| Case Summary / Press Notice |
Biological assets We questioned the basis for treating live artemia as inventory, rather than biological assets. We requested a reconciliation between movements disclosed in the ‘biological assets’ note and movements in biological assets evident elsewhere in the financial statements. In addition, we queried the basis for aggregating different types of movement in biological assets in the reconciliation of changes in biological assets. We also asked for an explanation of why biological assets that will produce saleable progeny within twelve months were classified as current assets. The company provided the explanations and reconciliations requested and agreed, where relevant, to enhance its disclosures in its future accounts. Receivables from the related parties We queried the nature of, and terms and conditions attaching to, substantial outstanding balances with related parties included in the company balance sheet. We also questioned the basis for classifying these balances as current. The company provided the information requested and agreed to clarify the nature of the related party relationships in its next annual report, along with more detail on terms and conditions. It also satisfactorily explained the reasons for the classification of the balances as current in its 2020 financial statements but indicated that circumstances had subsequently changed and that the balances would be classified as non-current in its next annual report. Cash flow statement We asked the company to explain apparent discrepancies between amounts included in the cash flow statement in relation to the disposal of trade and assets and property, plant and equipment and information in the notes to the financial statements. The company provided us with the relevant information and agreed to ensure better linkage between the disclosures in the future. Deferred tax assets The group had significant deferred tax liabilities in respect of accelerated capital allowances. However, there was no deferred tax asset recognised for unutilised tax losses to offset the liabilities. We requested further information in relation to the company’s assessment of the effects of the reversal of taxable temporary differences on the probability of utilisation of the remaining tax losses and temporary differences, which the company provided. Other receivables We asked for an analysis of the ‘other receivables’ balance. The company provided us with relevant detail and agreed to provide a greater disaggregation of items of dissimilar nature in the future. We questioned the basis for recognising a separate asset and liability for purchases that remained undelivered at the year-end. The company provided a satisfactory explanation and agreed to disclose information about the nature of the contractual rights in the future, along with the judgements made when recognising a liability and separate asset. Dissolution of the joint venture (JV) in Chile We asked how the assets transferred to the group upon the dissolution of the JV in Chile were measured at initial recognition and whether any gain or loss resulted from the transaction. The company provided us with a satisfactory response. |
| Entity | BMO Global Smaller Companies PLC |
| Balance Sheet Date | 30 April 2021 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Full |
| Quarter Published | March 2022 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |
| Entity | Bodycote plc |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Limited |
| Quarter Published | March 2022 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |
| Entity | BT Group plc |
| Balance Sheet Date | 31 March 2021 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Full |
| Quarter Published | March 2022 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |
| Entity | Coca-Cola Europacific Partners Plc |
| Balance Sheet Date | 2 July 2021 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Full |
| Quarter Published | March 2022 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |
| Entity | Creightons Plc |
| Balance Sheet Date | 31 March 2021 |
| Exchange of Substantive Letters (1) | No |
| Scope of Review (2) | Full |
| Quarter Published | March 2022 |
| Auditor (5) | N/A |
| Case Summary / Press Notice | N/A |
| Entity | Derwent London plc (3) |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | Yes |
| Scope of Review (2) | Full |
| Quarter Published | March 2022 |
| Auditor (5) | N/A |
| Case Summary / Press Notice |
Cash flow statement We asked the company to explain its rationale for classifying the cash flows arising from the disposal of trading properties in investing activities in the cash flow statement. The company acknowledged that the cash flows did not arise from investing activities as defined in paragraph 6 of IAS 7, ‘Statement of Cash Flows’, and that they should be classified as operating cash flows. The company agreed to re-present the comparative amounts in its 2021 annual report and accounts. As the re-presentation affects a primary statement, the company also agreed to disclose in its 2021 report and accounts that the matter came to its attention as a result of the Financial Reporting Council’s enquiry. |
| Entity | Drax Group plc |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | Yes |
| Scope of Review (2) | Full |
| Quarter Published | March 2022 |
| Auditor (5) | N/A |
| Case Summary / Press Notice |
Deferred tax We asked the company for details of the evidence supporting the recognition of a deferred tax asset balance relating to start up losses. The company provided the information requested and undertook to include more specific disclosures to explain the evidence supporting such deferred tax assets in its 2021 annual accounts. Goodwill impairment The company provided us with information to support its use of business plan projections for periods longer than five years in its value in use calculations. IAS 36 ‘Impairment of Assets’ requires such projections to cover a maximum of five years unless a longer period is justified and the justification to be disclosed. The company undertook to include an explanation of why a longer period than five years is justified in its 2021 annual accounts. Derivatives We requested explanations and further information for certain aspects of the company’s disclosures about its derivatives including the cash and accounting impact of its rebasing transactions, the accounting judgements applied to its biomass purchase and sale contracts, the amount of its outstanding commitments for biomass purchase contracts and the extent of estimation uncertainty arising from its derivative valuations. The company provided the explanations and information we had requested and undertook to enhance its disclosure of these matters in future annual reports and accounts. Management of capital We asked for information about the key terms and conditions of the company’s loan covenants and the basis for the limited information it had disclosed about these arrangements in the annual report and accounts. The company provided the information requested, explained the rationale for its disclosure and undertook to enhance its capital management disclosures in future. Alternative performance measures The company clarified what its KPI for system support represented, how it had been measured and how it aligned with the company’s disclosure of revenue. The company also explained how the amount disclosed for total cash and committed facilities reconciled to information elsewhere in the annual report and accounts. The company undertook to enhance its disclosures in future to explain more clearly what these amounts represent and how they align to other disclosures. |
| Entity | Elementis plc |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | Yes |
| Scope of Review (2) | Limited |
| Quarter Published | March 2022 |
| Auditor (5) | N/A |
| Case Summary / Press Notice |
We sought further information about the company’s self-insurance provision. The company provided satisfactory explanations and agreed to ensure it is clear to a reader that the liability recognised is the gross liability, and any insurance recoveries would be recognised as a separate reimbursement asset. We also observed that we expect a clear description of the underlying claims to help users understand the nature of the company’s exposure.
|
| Entity | Entain plc |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | Yes |
| Scope of Review (2) | Full |
| Quarter Published | March 2022 |
| Auditor (5) | N/A |
| Case Summary / Press Notice |
Disclosure of critical accounting estimates and judgements We found the company’s disclosures about critical accounting estimates and judgements did not clearly distinguish between judgements and estimates. Furthermore, we considered there was scope to improve the clarity of disclosures about (i) the specific material judgements made by management and (ii) the specific assets and liabilities subject to estimation uncertainty at risk of material adjustment in the next year. The company agreed to improve its disclosures in these areas in its next accounts. Provisions We requested further information about the litigation and regulation provision, specifically the nature of the provision relating to Greek tax, and the nature and relevant uncertainties of other provisions included in the total for this balance. The company provided this information and, in its next accounts, agreed to enhance its disclosures over the nature of these provisions, the extent of estimation uncertainty and the likely timing of settlement. Taxation We asked the company for a breakdown of the tax on separately disclosed items to help explain the reason for the low effective tax rate on the total of these items, which the company provided. Other receivables We asked the company to clarify the composition of the ‘other receivables’ balance. The company provided the information requested. Deposits We queried the nature of deposits disclosed in the net debt note and where these were presented in the consolidated balance sheet as this was not clear from the accounts. The company clarified that the deposits predominantly related to the company’s spread-betting business, which was disclosed as a discontinued operation in the year. |
| Entity | Flutter Entertainment plc |
| Balance Sheet Date | 31 December 2020 |
| Exchange of Substantive Letters (1) | Yes |
| Scope of Review (2) | Full |
| Quarter Published | March 2022 |
| Auditor (5) | N/A |
| Case Summary / Press Notice |
Alternative performance measures (APMs) We noted that the commentary in the management report predominantly focused on metrics presented on a pro forma basis following a significant acquisition made part way through the year. We questioned whether the limited discussion of the IFRS measures in the management report was sufficiently balanced and comprehensive to meet the requirements of The Financial Conduct Authority’s Disclosure Guidance and Transparency Rules. The company undertook to expand the commentary on the statutory performance of the business in its 2021 annual report. 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 acknowledged that, in certain areas of the annual report, equal prominence may not have been given to IFRS-based measures. The company undertook to include in its future reporting references to IFRS-based measures in the Highlights and the Key Performance Indicators sections, as well as in the Chair’s Statement and the Chief Executive Officer’s Review. |