CRR
Reports
There will be two major reports marketed as part of the Corporate Reporting
Rating – the CRR system – an institutionally oriented report
and, later, a retail or consumer-oriented report which will be a shorter
report. Both reports will rate corporate financial reporting and will
cover the following areas:
1. Accounting Policies
RateFinancials will review and rate accounting policies based on how conservative
or aggressive they are. The range will be five stars for companies with
very conservative accounting policies to one star for those with very
aggressive/incorrect accounting. Ideally, companies with conservative
accounting policies would:
- Expense stock options;
- Limit restructuring charges from ongoing
operations,
instead of using them as
a catch-all for a variety of purposes;
- Limit write-downs of depreciable or
amortizable operating assets;
- Limit goodwill write-offs on a regular basis
generated by a continuing stream of
acquisitions;
- Limit gains and losses from asset sales;
- Limit pension gains, unrealized gains and
losses from hedging activities, merger
and acquisition expenses and litigation
or insurance windfalls from regularly
impacting earnings.
2. Footnotes
RateFinancials will rate the clarity, accuracy and completeness of the
financial footnotes used in the companies’ public reports. If the
footnotes are very clear, well written, complete, and accurately cover
all issues relevant to a particular company/industry, then the company
would receive a strong rating – a 4 or 5 star rating. If, on the
other hand, the footnotes are confusing, misleading and/or do not include
information that could reasonably be expected, based on a comparison of
the peer or industry group companies, then the company would receive a
1 or 2 star rating.
3. Management Discussion and Analysis
RateFinancials will rate the completeness and transparency of
the management commentary and reporting in the various financial reports.
If company management describes, in detail, its major operations, existing
and new products, operating results, deviations from plan, major problems,
potential risks, regulatory approvals needed, litigation, management’s
future plans and strategy, then that company would receive a strong rating.
If, on the other hand, management omits or minimizes discussion of serious
or potential problems or conditions impacting earnings, revenues, reserves,
expenses, margins, default rates, management, or important issues commented
on by other companies in its peer group, then that company would receive
a low rating.
4. Areas of Financial Concern or Quality of Earnings
This measure could cover actual or potential financial problems or aggressive
accounting practices impacting a company’s revenues, expenses, earnings,
margins, write-offs, etc. Areas of concern would be red-flagged.
We will consider key accounting questions, such as: Does cash generated
track earnings? Does the company have a pattern of shifting revenues or
reporting revenues (revenue recognition issues) before they are earned?
Does the company have a pattern of reducing, shifting or capitalizing
expenses? Does the company have a pattern of boosting income with one-time
gains? Does the company have a history of using discontinued operations
write-offs to impact earnings?
Does the company use Special Purpose Entities (“SPEs”)? Do
they have a legitimate business purpose? Does the company implicitly guarantee
its SPEs? Is that risk reflected on the company’s balance sheet?
Does the company use related-party transactions? What is the business
purpose and is there full disclosure? Does the company’s management
disclose how it makes or changes accounting policy decisions? Does the
company disclose the extent of its hedging transactions and derivative
financial instruments? Is the financial exposure quantified? Does the
company discuss its risk-management philosophy and how it specifically
deals with its major risks and exposures?
5. Corporate Governance
RateFinancials would analyze and rate the companies on commonly accepted
’best practices’ of corporate governance. Our analysts’
reviews would include:
- Method of selection and election of outside
directors
- Adherence to the requirement that
independent directors and the firms they
control receive no income for providing services
or products to the company for which they
are directors
- Composition and duties of the Audit,
Compensation and Nominating Committees
- Accessibility to independent legal counsel
and other expert advice for independent
directors and audit committees
- Officer compensation compared to its
peer group.
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