The Proliferation of Voluntary Disclosure – How Is Your Board Responding?

BDO in the Boardroom

Join BDO's Center for Corporate Governance Amy Rojik as she sits down with Yelena Barychev, Corporate Governance and Securities Compliance attorney, to discuss the proliferation of voluntary disclosures being produced by public companies, the increasing attention by regulators and considerations for how boards are to respond in the best interests of their stakeholders.

Key Takeaways

• Voluntary disclosures generally fall into two buckets: (1) suggested directional principles-based disclosure – e.g. from the SEC; and (2) company and broadening stakeholder expectation-driven voluntary disclosure – e.g. investors, proxy advisory voting policies, rating agencies, consumers, employees, lenders, etc.

• Disclosures of 10-K narratives within MD&A and proxy statements are beginning to reflect more expansive voluntary disclosures inclusive of direct messaging on societal issues from the company and its leaders.

• Voluntary disclosure may be viewed as an opportunity to share where the company may be headed strategically but need to be mindful of once something is disclosed, there is an expectation for consistency in continuing to provide information going forward – good or bad…

• Controls and procedures are extremely important considerations for the board and its committees, particularly when considering providing non-prescriptive disclosures or in non-traditional areas where reporting practices continue to evolve.