In every large corporation with public stockholders, at least one person devotes an extravagant amount of time an energy to working on the annual report. It's a thankless task.
Too often, good ideas about expanded disclosure or subjects worthy of special attention get shelved. Timid middle-level executives decide to skip anything controversial on the grounds that their bosses won't buy it.
Sometimes lawyers or accountants get involved indiluting the impact of specific discussions by rewriting plain English into nonsense.
The end result of this water-down process at many businesses produces dull picture books, a commentary by management that is notable for its lack of candor, plus disclosure of facts and figures required by law. And nothing more.
Investors are not served by such documents, market analysts learn nothing new and managements are not subjected to the valuable discipline of writing about themselves honestly for others to read.
Natinal Bank of Washington broke out of that pattern this year with an annual report that was not big or flashy, but which contained something unusual: a critical self-analysis.
To be sure, it was the right time for the city's third-largest bank to publish something other than a routine account of 1980, a year of painful and publicized troubles over questionable loans to some persons with bank leadership posts.
NBW's new chairman and chief executive, Luther Hl. Hodges Jr., says correctly that "few banks have ever analyzed and restructured themselves so completely."
And last week the strategy of adding some straightforward reporting of facts in the annual report and proxy statement had an obvious impact on stockholders who attended the annual meeting in the Chevy Chase branch. After a year in which profits fell 42 percent and their bank was the subject of unflattering newspaper articles, not one question was asked of the new management by NBW stockholders.
"I don't know that there was anything more to say," said Hodges.
To some extent, NBW is a special case because three quarters of its stock is owned by one entity (the United Mine Workers union). But minority stockholders of NBW have been vocal in the past, and all of the stockholders were served well by a more complete review that indeed did answer questions.
For many large corporations, annual reports this year do include something new for investors and analysts to ponder. The Financial Accounting Standards Board is requiring supplemental information, designed to reflect the effects of inflation or reported operating results.
Most annual reports are being completed in the next few days or weeks and will be mailed shortly in advance of stockholders' meetings.
In reporting on the effects of inflation, a number of companies are using the same language, which indicates their their financial officers and accountants either attended the same seminar or borrowed phrases from the same publications.
Some companies obviously are less than happy with the inflation-adjusted reporting requirements.
"Since the use of arbitrary assumptions, approximations and estimates is required, the resulting measurements should be viewed in that context and not as complete or precise indicators of the effects of inflation," states Martin Marietta Corp. of Bethesda in its report. "For these reasons and due to the experimental nature of the standard management does not endorse either of the methods or the manner of presentation, since they may be misinterpreted."
Martin Marietta, a diversified aerospace, chemicals, aluminum, cement and construction aggregates firm, has reported profits for 1980 of $188 million on sales of $2.6 billion, using traditional acounting. However, under the experimental approaches of the accounting standards board:
An adjustment for general inflation, which restates the cost of sales and other expenses in constant dollars, would reduce 1980 profits to $102 million.
An adjustment of specific prices to current costs of replacement would have trimmed profits to $91 million.
It is easy to understand why managements are disturbed about how this information could be misjudged.
By the same token, of a dozen annual reports studied last week, Martin Marietta stood out in that its sales expanded every year from 1976 through 1980 even when all of the figures were restated in average 1980 dollars. This shows real growth, over and above price inflation. a
Moreover, the reports of Reynolds Metals Co. and E. I. du Pont de Nemours & Co., in particular, indicate that when reported profits are adjusted for inflation, the effective income tax rate is abnormally high. Although Reynolds cautions that inflation-adjusted data has "inherent limitations," it uses some of that data of highlight an argument that there is need for cutting tax rates in periods of high inflation to permit adequate capital-cost recovery.
Du Pont goes further, noting that while constant-dollar income rose each year from 1976 to 1979, both constant-dollar and current-cost earnings were down sharply from 1979 to 1980.
"This reflects the decline in historical dollar income and also higher depreciation and cost of goods sold . . . The excess of constant dollar and current cost over historical dollor costs is not tax deductible," the Du Pont report says, adding, "These data point up a very critical situation," with taxes apporaching "confiscatory" levels in recession years such as 1980, when income is depressed.
The experimental inflation accounting that highlights the effects on tax rates also shows in some industries that managements are paying out too much in dividends in relation to their ongoing business operations. Reporting the true effects of inflation often reduces "record" profits or sales to a real decline, and the accounting standards board is on the right path in trying to help management and investors understand reality.