Sports Direct

UK Corporate Governance Code

Corporate governance has faced immense scrutiny recently following the high-profile collapses of BHS in 2016 and Carillion in January 2018, with MPs, the media and the public blaming the actions of the directors and auditors and all asking the same question… where was the board?

MPs, shareholders and the public have also been asking how effective the Financial Reporting Council’s (FRC) Corporate Governance Code has been in deterring poor corporate governance at the UK’s largest companies, following a raft of corporate failures. In July 2018 the FRC released a new UK Corporate Governance Code, (the Code) for listed companies in the UK. It also issued an update on its Guidance on Board Effectiveness. The Code is applicable to all companies with a premium listing, whether incorporated in the UK or elsewhere.

The new Code applies to accounting periods beginning on or after 1 January 2019, so with that in mind, this Common Practices report looks at how companies have been reporting on the current Code. We look at some good examples of reporting and look at the “explanations” made regarding compliance with the Code. We also discuss what’s new in the 2018 Code to enable readers to prepare for the upcoming changes.

The annual reports of 25 UK listed companies with year-ends between 31 December 2017 and 30 September 2018 were selected at random for review, across a range of industries. The full list of sample companies detailing company name, period end, auditor and industry classification can be found at the end of this report.

Segment Reporting

The requirement to disclose information on operating segments has been around for a number of years, firstly under IAS 14 Segment Reporting, and currently under IFRS 8 Operating Segments which has been applicable for entities with publicly traded debt or equity instruments (or those which are about to publicly trade) since 2009.
 
This report looks at the operating segment disclosures in the consolidated financial statements of 20 UK listed companies selected at random.
 

Sports Direct International plc Monitor

Sports Direct International plc Annual Report 2017
CR Monitor Issue: 
2018/0205
Company covered: 
Sports Direct International plc
Period End: 
30 April, 2017
Report issued on 13 February 2018 covered the following practice issues:
Restatement
Segment reporting structure altered to show international retail business separately.
Change
Aggregate information disclosed in respect of immaterial business combinations.
Change
Profit on disposal of a subsidiary highlighted on the face of the income statement.
Change
Introduction of detailed disclosure in respect of related parties.
Change
Purchase of company strategic stakes disclosed in post balance sheet events note.
Change
Identification of "brexit" as a new principal risk factor.

Sports Direct International plc Monitor

Sports Direct International plc Annual Report 2016
CR Monitor Issue: 
2017/0412
Company covered: 
Sports Direct International plc
Period End: 
24 April, 2016
Report issued on 20 January 2017 covered the following practice issues:
Divergence
Lack of clarity as to the calculation of goodwill in a step acquisition.
Change
Improved disclosures of foreign currency contracts by type.
Change
Disclosure of non-current segment assets by geographical areas introduced.
Change
Identification of related party disclosures as a new audit risk area.
Change
Disclosures of deferred tax assets and liabilities by individual temporary difference further disaggregated.

Brexit Disclosures in Listed Company Annual reports

The referendum vote to leave the European Union (EU) has undoubtedly led to uncertainty for business and will potentially have far reaching impacts for companies from many different industries. This report, pulled together in March 2017, focuses on the information that companies have disclosed within their annual reports during the latter half of 2016. It sets out disclosures around risk as well as the disclosure of Brexit impacts which have already been felt and the resulting ramifications.

Segment Reporting - Sports Direct International plc

Period End: 
24 April, 2016
Period End Date: 
2016-04-24
Listing Status: 
FTSE Mid 250
ICB Industry Classification: 
5371 Apparel Retailers
Auditor: 
Grant Thornton

Operating Lease disclosures under IFRS

This report sets out our findings in respect of a review of the operating lease disclosures when acting as lessee of 35 companies listed on the London stock exchange. We consider a number of points including the disclosure, as currently governed under IFRS by IAS 17 “Leases”, of total future minimum lease payments focusing on the assets identified and the time periods presented; disclosure of minimum sublease payments expected to be received; disclosure of lease and sublease payments recognised in the period; and disclosure of the general terms of significant leasing arrangements including contingent rent payable basis, the existence and terms of renewal or purchase options and escalation clauses and restrictions imposed by lease arrangements such as those concerning dividends, additional debt and further leasing. 

Sports Direct International plc Interims Monitor

Interim Financial Report
CR Interim Monitor Issue: 
2015/0106
Period End: 
26 October 2014
Listing Status: 
FTSE 100
ICB Industry Classification: 
5371 Apparel Retailers
Auditor: 
Grant Thornton
Change
Financial instruments at fair value disclosed by valuation level.
Change
Exceptional gain recognised on sale and leaseback transaction.
Divergence
Finance income received reclassified to investing activities without explanation, but totals not recalculated.