The Role of Footnote Disclosures in Financial Transparency

Business owners often complain that they’re required to provide too many disclosures under U.S. Generally Accepted Accounting Principles (GAAP). But comprehensive financial statement footnotes contain a wealth of valuable information. 

Here are some examples of hidden risk factors that may be discovered by reading footnote disclosures. This information is good to know when evaluating your company’s performance, as well as when evaluating the performance of publicly traded competitors or potential M&A targets. 

Unreported or contingent liabilities

A company’s balance sheet might not reflect all future obligations. Detailed footnotes may reveal, for example, a potentially damaging lawsuit, an IRS inquiry or an environmental claim. Footnotes also spell out the details of loan terms, warranties, contingent liabilities and leases. 

Related-party transactions

Companies may give preferential treatment to, or receive it from, related parties. Footnotes are supposed to disclose related parties with whom the company conducts business.

For example, say a retailer rents retail space from its owner’s parents at below-market rents, saving roughly $200,000 each year. Because the retailer doesn’t disclose that this favorable related-party deal exists, the business appears more profitable on the face of its income statement than it really is. When the owner’s parents unexpectedly die — and the owner’s sister, who inherits the real estate, raises the rent — the retailer could fall on hard times and the stakeholders could be blindsided by the undisclosed related-party risk.

Accounting changes

Footnotes disclose the nature and justification for a change in accounting principle, as well as that change’s effect on the financial statements. Valid reasons exist to change an accounting method, such as a regulatory mandate. But dishonest managers can use accounting changes in, say, depreciation or inventory reporting methods to manipulate financial results.

Significant events

Outside stakeholders appreciate a forewarning of impending problems, such as the recent loss of a major customer or stricter regulations in effect for the coming year. Footnotes disclose significant events that could materially impact future earnings or impair business value. 

Moving target

In recent years, the Financial Accounting Standards Board (FASB) has been trying to revamp its rules to minimize so-called “disclosure overload,” without compromising financial reporting transparency. Examples of disclosure-related projects currently on the FASB’s radar include fair value measurements, government assistance, inventory and income taxes. We can help you understand the latest developments in footnote disclosures and discuss any concerns you may have when reviewing the fine print in your company’s footnotes — or in the disclosures made by other companies. Contact us at 1-866-287-9604 with any questions.

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