The outbreak of COVID-19 has disrupted the daily business and operations of companies and public sector organizations around the world, putting their corporate governance (CG) and sustainability practices to the test. Celebrating their 20th anniversary, the Hong Kong Institute of Certified Public Accountants (HKICPA)‘s Best Corporate Governance Awards (BCGA) continue to set a benchmark for current CG and sustainability standards and best practices in Hong Kong.
“This year has been a year of disruption, due to the ongoing US-China trade dispute and the global COVID-19 pandemic, and it is interesting to note that the Awards were launched in 2000, the year that the dot.com bubble began to burst. Throughout all this time, the importance of good CG has always been clear, as a beacon of stability and a vital investor safeguard,” said Mr. Johnson Kong, President of HKICPA and Chairman of Judging Panel of the Best Corporate Governance Awards 2020.
“Companies and public sector organizations with good CG deeply ingrained are more resilient and are also more likely to be able to weather the storm and recover more quickly once it has passed. The senior management of well-run companies and financiers often observe that companies with good governance can get easier access to funds and, potentially, a lower cost of capital. These are important advantages at times such as these when businesses may be facing liquidity problems”
“After two decades, this is the end of one phase of the BCGA, and I would like to pause briefly and take this opportunity to congratulate CLP Holdings Ltd. on being the only company to have won a CG award every year, and also a Sustainability and Social Responsibility Reporting (SSR) Award each year since 2011, when these were launched.”
There is growing evidence nowadays that good ESG policies, strategies and practices have a positive impact on a company’s reputation and ability to attract long-term investment. “Next year, we will be looking to give even greater emphasis in the Awards to sustainability, and how companies and organizations integrate their CG and sustainability,” Mr. Kong continued.
As a separate, but related project on corporate disclosure, HKICPA recently conducted a brief desktop research to investigate how local listed companies with financial years ended 31 March 2020 have been dealing with and communicating the impact of COVID-19, focusing on disclosures in annual reports, and inside information disclosures, etc., issued up until mid-August 2020. We used HKEX’s Listed Issuer Regulation Newsletter, Issue 2, issued in April 2020, which provided guidance on COVID-19-related disclosures, as a benchmark.
The results reflect that, generally, in this group of companies, there was room for improvement in terms of providing more specific information and detailed analyses of the impact of the pandemic on their operations, liquidity and overall financial position; as well as on their strategies for dealing with the pandemic in the short- and longer-term. We would urge them to provide more information in their interim reports, which some December year-end companies are now doing. It is important for investors to be provided with timely and specific information about the impact of COVID-19 on businesses, and how companies have been addressing the risks and uncertainties, in order to be able to make informed investment decisions”, said Ms. Loren Tang, Chair, Organizing Committee of BCGA 2020.
Turning again to the Awards, about 500 annual reports and around 500 sustainability reports were considered in the initial stage. “Overall, the judges saw some positive signs and decided to give out a record number of 30 awards. A diverse range of candidates reached the final stages, and seven new awardees emerged, including those winning awards for the first time in the SSR or ESG section,” continued Ms. Tang.
For the third year in a row, the judges decided not to give out any diamond awards. While they noted that companies have begun to deal with issues raised by investors, such as succession planning, board refreshment and diversity, the general consensus among the judges was that more could still be done.
The SSR Awards continued to be a major focus. There is increasing awareness of climate change as an ESG issue that could have major implications, and more companies are aligning with international standards on disclosure, including the Global Reporting Initiative and the recommendations of the Task Force on Climate-related Financial Disclosure, in addition to the HKEX ESG Reporting Guide. These are also welcome developments.
“Most awardees in the SSR section, from all different sectors, highlighted climate resilience as an issue. This issue is also of interest to investors and the Securities and Futures Commission is currently consulting on proposed requirements for fund managers to take climate-related risks into consideration in their investments and to make appropriate disclosures to investors,” said Ms. Wendy Yung, Judge of BCGA 2020.
“We hope to see ESG reporting continuing to improve and sustainability considerations being integrated into corporate strategies, investment decisions and risk management,” continued Ms. Yung.
Overall, the judges were pleased to see that sound and clearly-explained CG frameworks, more extensive information on key risks, whistleblowing policies, and the introduction of a board evaluation process, as well as board diversity policies, are commonplace these days. At the same time, some investor groups have pointed out that, in Hong Kong, independent non-executive directors (INEDs) are often appointed by and seem more accountable to controlling shareholders. These directors typically do not engage with shareholders as often as they would in other markets in the region. HKICPA emphasizes that INEDs need to bring an independent mindset and view to board discussions and strategy oversight, and to be prepared to challenge controlling shareholders and their representatives, where necessary.
Efforts towards board refreshment could also be stepped up. “A number of boards have a substantial proportion of long-tenured INEDs and NEDs, with a high average age; and the percentage of female directors, overall, is still low and quite static in Hong Kong”, noted Ms. Yung. “Generally, we would urge companies to give more weight to the merits of board refreshment and greater diversity, not only in terms of gender, but also age and other factors”, said Ms. Yung.
Other areas where more information could be provided, according to the HKICPA, include the process and findings of board evaluations and internal control reviews, as well as on cross-directorships.
This 20th anniversary of the BCGA is supported by media sponsors Hong Kong Economic Times, The Standard and ET Net. For more details of the Awards, please visit:
https://www.hkicpa.org.hk/-/media/Document/APD/BCGA/JudgesReport_2020.pdf