Human Capital Disclosure & The Board
Mark A. Pfister - 'The Board Architect'
Non-Executive Director | Board Director | CEO | Chief Board Consultant | Corporate Strategist | Board Macro-Influencer | Speaker | Author | IBDC.D
Preparing The Organization For Human Capital Reporting, Whether Mandated or Not
(Originally appeared in the June 17th, 2020?'Across the Board'?publication, a Board Director, Board Advisor, C-Level, and Business Leader publication reaching 30,000+ exceptional business leaders in over 70 countries with articles focused on leadership, strategy, and governance topics - sign up?here )
(Article includes updates following the SEC's August 26, 2020 decision on the Human Capital (HC) disclosure rule.)
Creating a robust talent pool?within an organization has always been valued and is in many cases the?differentiator between industry innovation?and status quo performance. As the speed of change continually increases, it is becoming more obvious that the depth and diversity of talent is the deciding factor in not only?thriving vs. surviving , but actually thriving vs. staying in business. People are core to this philosophy,?so it is quite interesting that legacy methods of measuring organization and industry performance have historically and continue to be focused predominately on production and output metrics (essentially industrial production). These measurements?have proven to be largely inadequate as global economies transform to a larger?percentage?of technology and services-based environments.?This work and workforce transformation is forcing the need for transparent, robust, and more relevant disclosure of Human Capital (HC) metrics, formerly areas that have been overlooked or relegated to the realm of?'soft'?or?'intangible'?assets.
Human Capital (HC):?The stock of habits, knowledge, social, and personality attributes,?including creativity,?embodied in the ability to perform labor so as to produce economic value.
Every year, the Brand Finance Global Intangible Finance Tracker (GIFT) report ranks the world's most?intangible?companies and those with the highest levels of?intangible asset disclosure.?Human Capital and culture at recent heights were?estimated to comprise on average 52% of a company’s market value, according to GIFT's?2018 report, surpassing?US$50 trillion for the first time in history, reaching US$57.3 trillion. In full disclosure, within?GIFT's 2019 report ?there was, however, a decline for the first time since 2011, normally only recorded in years?of recession. Even with the global market turmoil seen in the recent year+ or so, the amount of value locked inside a company's intangible assets remains?huge.?Human Capital and culture are therefore inextricably linked to creating long-term value in this era of disruption and a critical focus area for Boards and stakeholders at all levels, whether mandated by a regulatory body or not.
In the U.S., the Securities and Exchange Commission (SEC) agrees with these assessments and is poised to update reporting requirements to properly reflect this often misunderstood and overlooked value.?In June of 2009,?the SEC Investor Advisory Committee was formed to?"...advise the Commission on regulatory priorities, the regulation of securities products, trading strategies, fee structures, the effectiveness of disclosure, and on initiatives to protect investor interests and to promote investor confidence and the integrity of the securities marketplace."?In March of 2019, this Investor Advisory Committee submitted its?'Recommendation of the Investor Advisor Committee Human Capital Management Disclosure,'?proposing a modernizing of the Commission's framework for corporate reporting, specifically including numerous Human Capital reporting and Human Capital Management (HCM)?disclosure metrics. Although still a?reporting recommendation and not yet a ruling, this first step in the SEC's?acknowledgment of Human Capital as an investible asset, and not solely a cost or expense, is an important evolution in?shepherding?the idea of a company's more holistic value (or lack thereof) - something every Board of Directors and leadership team globally should be immediately preparing for.
The focus on the trickle-down effects of values & culture is intensifying for organizations and Boards as best practices and requirements for HC and HCM?disclosures are simultaneously evolving. Human Capital is considered unique and distinct to?all other capital measurements ...and for many, a required focus area?for companies to achieve goals, evolve, remain innovative, and generate returns for stakeholders and shareholders."Wealth management advisory has reached a defining moment with the addition of the HC component, effectively poised to give shareholders increasing transparency within their?investment portfolios,"?states?Kenneth Ramos ,?Managing Director/Investments at?Stifel , a?full service wealth management and investment banking firm.?"Today's investors are more aware and purposeful with their investments, many with direct requests to invest in?companies that are transparent and mindful of their employees' wellbeing."?Even some of the more easily instituted HC and HCM policies, when implemented and measured properly, can have profound effects on the business as well as elevate?public perception of an organization.?"The best news is that small changes in Human?Capital efficiencies will often have a greater impact on investment return than will small changes in?property investments or financial capital uses – because of the leverage impact,"?states?Dr. Solange Charas , Founder & CEO of?HCMoneyball ,?a firm that provides a SaaS solution,?HCMetrix?,?to instantly calculate Human Capital and financial metrics so that performance trends can be correlated and benchmarked to competitors (see ad below for free introduction discussion).?"For example,?a company where Human Capital expense is at least 50% of total expense, a reduction in attrition of just 1% can potentially generate more profitability than changes in?any aspect of financial capital or property and a 10% improvement in employee productivity can generate a 40% improvement in EBITDA.?Now more than ever before, it is critical to understand the effectiveness of Human Capital programs and their contribution to business model success. In the past, Human Capital has been ignored mainly because an accessible and reliable way to quantify its impact didn’t exist – now it is the cornerstone of driving efficiencies in an organization’s operations and an important aspect of 'S'?considerations in ESG (Environmental, Social, Governance)."?The tangible aspects of once intangible areas will undoubtedly increase the speed of adoption, application, and insights.
The momentum for HC and HCM disclosure has already started, as seen through:
If the proposed SEC?Advisory Committee disclosure recommendations?become mandatory, the type of information public companies might be required to report to the SEC?and stakeholders?under its proposed rule could comprise?some interesting areas, including the list below.?It is important to note that reporting Human Capital performance isn’t just for the sake of report: investors are already carefully looking at how these aspects of HCM performance impact company-level results. It is critical to select relevant performance indicators, closely correlated to economic-value creation, so that the narrative can be developed in support of the company’s key messages related to sustainable Human Capital performance.
Human Capital?metrics proposed?for SEC consideration include (as summarized by the Human Capital Management Coalition's (HCMC)?letter submitted to the SEC ?affirming support of the adoption of HC and HCM standards along with further recommendations):?
Whether an aspiring Board Director or experienced Board Director, understand that throughout your career?the appetite for insiders as well as outsiders to understand how companies are managing and measuring Human Capital will increase dramatically. This will undeniably have direct links back to the Board, showcasing its ability to truly?‘live’?the organization's values and create an admirable culture -?ultimately?the?foundation?for a?successful company.
(Article Update: On August 26, 2020, the SEC voted 3 to 2 to adopt the new HC disclosure rule on how public companies manage their workforce. The SEC, however, decided against a prescriptive requirement under Item 101 of Regulation S-K, and instead allows companies to decide whether a specific event/change is important enough to warrant disclosure based on the concept of materiality. This sets in motion the requirement of disclosure of information that a reasonable person would find important in making a decision to buy or sell a particular company's stock.)
Is your Board and organization prepared to support and report meaningful and detailed Human Capital disclosures?
Reach out ?directly to Mark A. Pfister?to maximize your Board's transition to?successfully satisfy upcoming HC & HCM disclosure with his?Consulting &?Advisory ?offerings.
Mark A. Pfister - Board Consultant?|?Non-Executive Director?|?Strategist?|?Board Macro-Influencer?|?Speaker?|?Author - www.PfisterStrategy.com
About the Author:?In addition to serving?on numerous Boards, Mark A. Pfister is a renowned Board Consultant,?'Board Macro-Influencer,'?certified Board Director, speaker, author, and advises public, private, and nonprofit Boards in efficient and effective operations. Known as?'The Board Architect,'?he is the inventor of the?'Board as a Service'?(BaaS) engagement model and an expert Project Executive?frequently advising on strategic global initiatives in their initiation and operational phases...?<< read full bio?here ?>>
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Featured Quotes In This Article:
-?Dr. Solange Charas , Founder & CEO of?HCMoneyball
-?Kenneth Ramos ,?Managing Director/Investments at?Stifel