Apparently, most management teams still don't get it. More than a year after the Enron debacle prompted calls for a change, an SEC analysis of Fortune 500 companies shows many of them still aren't imparting clear information to their investors in annual 10-K filings.
The agency provided guidance to companies in December of 2001, instructing them to include more relevant information in their reports and make them easier to understand. Instead, the SEC found many "simply recited financial statement information without analysis, or presented boilerplate analyses that did not provide any insight into the companies' past performance or business prospect as understood by management."
The criticism applies especially to the section called "Management's Discussion and Analysis," or MD&A, where a company is supposed to adequately explain all its financials and reveal information about important business developments, future prospects, competition, and so forth. It's a must-read for investors, and often their best source for vital details.
The SEC also continued its assault on "pro forma" accounting, still a favorite form of subterfuge for many. It sent out letters asking companies "either to remove non-GAAP financial measures, because we believed they were misleading or susceptible to misinterpretation, or to present them less prominently with better explanation."
The analysis covered 350 of the Fortune 500, though no companies were singled out. The SEC is making the information public now in hopes of guiding executives as they prepare their 2003 filings.
It's unfortunate the offenders still feel it's in their best interest to confuse investors or hide information from them. In the wake of scandals at Enron, WorldCom, Adelphia, Xerox
