THE INTERNATIONAL FRAMEWORK

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1 THE INTERNATIONAL <IR> FRAMEWORK

2 ABOUT THE IIRC The Internatinal Integrated Reprting Cuncil (IIRC) is a glbal calitin f regulatrs, investrs, cmpanies, standard setters, the accunting prfessin and NGOs. Tgether, this calitin shares the view that cmmunicatin abut value creatin shuld be the next step in the evlutin f crprate reprting. The Internatinal <IR> Framewrk has been develped t meet this need and prvide a fundatin fr the future. Further infrmatin abut the IIRC can be fund n its website including: The backgrund t the IIRC s creatin Its missin, visin and bjectives Its structure and membership, and the membership f grups wh have cntributed t the develpment f this Framewrk Its due prcess. The IIRC des nt accept respnsibility fr lss caused t any persn wh acts, r refrains frm acting, in reliance n the material in this publicatin, whether such lss is caused by negligence r therwise. Cpyright December 2013 by the Internatinal Integrated Reprting Cuncil ( the IIRC ). All rights reserved. Permissin is granted t make cpies f this wrk, prvided that such cpies are fr persnal r educatinal use and are nt sld r disseminated and prvided that each cpy bears the fllwing credit line: Cpyright December 2013 by the Internatinal Integrated Reprting Cuncil ( the IIRC ). All rights reserved. Used with permissin f the IIRC. Cntact the IIRC fr permissin t reprduce, stre, transmit r make ther uses f this dcument. Otherwise, prir written permissin frm the IIRC is required t reprduce, stre, transmit r make ther uses f this dcument, except as permitted by law. Cntact: The Internatinal <IR> Framewrk 1

3 ABOUT INTEGRATED REPORTING The IIRC s lng term visin is a wrld in which integrated thinking is embedded within mainstream business practice in the public and private sectrs, facilitated by Integrated Reprting (<IR>) as the crprate reprting nrm. The cycle f integrated thinking and reprting, resulting in efficient and prductive capital allcatin, will act as a frce fr financial stability and sustainability. <IR> aims t: Imprve the quality f infrmatin available t prviders f financial capital t enable a mre efficient and prductive allcatin f capital Prmte a mre chesive and efficient apprach t crprate reprting that draws n different reprting strands and cmmunicates the full range f factrs that materially affect the ability f an rganizatin t create value ver time Enhance accuntability and stewardship fr the brad base f capitals (financial, manufactured, intellectual, human, scial and relatinship, and natural) and prmte understanding f their interdependencies Supprt integrated thinking, decisin-making and actins that fcus n the creatin f value ver the shrt, medium and lng term. <IR> is cnsistent with numerus develpments in crprate reprting taking place within natinal jurisdictins acrss the wrld. It is intended that the Internatinal <IR> Framewrk, which prvides principles-based guidance fr cmpanies and ther rganizatins wishing t prepare an integrated reprt, will accelerate these individual initiatives and prvide impetus t greater innvatin in crprate reprting glbally t unlck the benefits f <IR>, including the increased efficiency f the reprting prcess itself. It is anticipated that, ver time, <IR> will becme the crprate reprting nrm. N lnger will an rganizatin prduce numerus, discnnected and static cmmunicatins. This will be delivered by the prcess f integrated thinking, and the applicatin f principles such as cnnectivity f infrmatin. <IR> is cnsistent with develpments in financial and ther reprting, but an integrated reprt als differs frm ther reprts and cmmunicatins in a number f ways. In particular, it fcuses n the ability f an rganizatin t create value in the shrt, medium and lng term, and in s ding it: Has a cmbined emphasis n cnciseness, strategic fcus and future rientatin, the cnnectivity f infrmatin and the capitals and their interdependencies Emphasizes the imprtance f integrated thinking within the rganizatin. Integrated thinking is the active cnsideratin by an rganizatin f the relatinships between its varius perating and functinal units and the capitals that the rganizatin uses r affects. Integrated thinking leads t integrated decisin-making and actins that cnsider the creatin f value ver the shrt, medium and lng term. Integrated thinking takes int accunt the cnnectivity and interdependencies between the range f factrs that affect an rganizatin s ability t create value ver time, including: The capitals that the rganizatin uses r affects, and the critical interdependencies, including tradeffs, between them The capacity f the rganizatin t respnd t key stakehlders legitimate needs and interests Hw the rganizatin tailrs its business mdel and strategy t respnd t its external envirnment and the risks and pprtunities it faces The rganizatin s activities, perfrmance (financial and ther) and utcmes in terms f the capitals past, present and future. The mre that integrated thinking is embedded int an rganizatin s activities, the mre naturally will the cnnectivity f infrmatin flw int management reprting, analysis and decisin-making. It als leads t better integratin f the infrmatin systems that supprt internal and external reprting and cmmunicatin, including preparatin f the integrated reprt. The Internatinal <IR> Framewrk 2

4 CONTENTS EXECUTIVE SUMMARY 6 PART I INTRODUCTION 6 1. USING THE FRAMEWORK 7 A Integrated reprt defined 7 B Objective f the Framewrk 7 C Purpse and users f an integrated reprt 7 D A principles-based apprach 7 E Frm f reprt and relatinship with ther infrmatin 8 F Applicatin f the Framewrk 8 G Respnsibility fr an integrated reprt 9 2. FUNDAMENTAL CONCEPTS 10 A Intrductin 10 B Value creatin fr the rganizatin and fr thers 10 C The capitals 11 D The value creatin prcess 13 PART II THE INTEGRATED REPORT GUIDING PRINCIPLES 16 A Strategic fcus and future rientatin 16 B Cnnectivity f infrmatin 16 C Stakehlder relatinships 17 D Materiality 18 E Cnciseness 21 F Reliability and cmpleteness 21 G Cnsistency and cmparability CONTENT ELEMENTS 24 A Organizatinal verview and external envirnment 24 B Gvernance 25 C Business mdel 25 D Risks and pprtunities 27 E Strategy and resurce allcatin 27 F Perfrmance 28 G Outlk 28 H Basis f preparatin and presentatin 29 I General reprting guidance 30 GLOSSARY 33 APPENDIX SUMMARY OF REQUIREMENTS 34 The Internatinal <IR> Framewrk 3

5 EXECUTIVE SUMMARY Integrated Reprting (<IR>) prmtes a mre chesive and efficient apprach t crprate reprting and aims t imprve the quality f infrmatin available t prviders f financial capital t enable a mre efficient and prductive allcatin f capital. The IIRC s lng term visin is a wrld in which integrated thinking is embedded within mainstream business practice in the public and private sectrs, facilitated by <IR> as the crprate reprting nrm. AN INTEGRATED REPORT The primary purpse f an integrated reprt is t explain t prviders f financial capital hw an rganizatin creates value ver time. An integrated reprt benefits all stakehlders interested in an rganizatin s ability t create value ver time, including emplyees, custmers, suppliers, business partners, lcal cmmunities, legislatrs, regulatrs and plicy-makers. The Internatinal <IR> Framewrk (the Framewrk) takes a principles-based apprach. The intent is t strike an apprpriate balance between flexibility and prescriptin that recgnizes the wide variatin in individual circumstances f different rganizatins while enabling a sufficient degree f cmparability acrss rganizatins t meet relevant infrmatin needs. It des nt prescribe specific key perfrmance indicatrs, measurement methds, r the disclsure f individual matters, but des include a small number f requirements that are t be applied befre an integrated reprt can be said t be in accrdance with the Framewrk. An integrated reprt may be prepared in respnse t existing cmpliance requirements, and may be either a standalne reprt r be included as a distinguishable, prminent and accessible part f anther reprt r cmmunicatin. It shuld include, transitinally n a cmply r explain basis, a statement by thse charged with gvernance accepting respnsibility fr the reprt. FUNDAMENTAL CONCEPTS An integrated reprt aims t prvide insight abut the resurces and relatinships used and affected by an rganizatin these are cllectively referred t as the capitals in this Framewrk. It als seeks t explain hw the rganizatin interacts with the external envirnment and the capitals t create value ver the shrt, medium and lng term. The capitals are stcks f value that are increased, decreased r transfrmed thrugh the activities and utputs f the rganizatin. They are categrized in this Framewrk as financial, manufactured, intellectual, human, scial and relatinship, and natural capital, althugh rganizatins preparing an integrated reprt are nt required t adpt this categrizatin r t structure their reprt alng the lines f the capitals. The ability f an rganizatin t create value fr itself enables financial returns t the prviders f financial capital. This is interrelated with the value the rganizatin creates fr stakehlders and sciety at large thrugh a wide range f activities, interactins and relatinships. When these are material t the rganizatin's ability t create value fr itself, they are included in the integrated reprt. THE FRAMEWORK The purpse f this Framewrk is t establish Guiding Principles and Cntent Elements that gvern the verall cntent f an integrated reprt, and t explain the fundamental cncepts that underpin them. The Framewrk: Identifies infrmatin t be included in an integrated reprt fr use in assessing the rganizatin s ability t create value; it des nt set benchmarks fr such things as the quality f an rganizatin s strategy r the level f its perfrmance Is written primarily in the cntext f private sectr, fr-prfit cmpanies f any size but it can als be applied, adapted as necessary, by public sectr and nt-fr-prfit rganizatins. The Internatinal <IR> Framewrk 4

6 EXECUTIVE SUMMARY CONTINUED GUIDING PRINCIPLES The fllwing Guiding Principles underpin the preparatin f an integrated reprt, infrming the cntent f the reprt and hw infrmatin is presented: Strategic fcus and future rientatin: An integrated reprt shuld prvide insight int the rganizatin s strategy, and hw it relates t the rganizatin s ability t create value in the shrt, medium and lng term, and t its use f and effects n the capitals Cnnectivity f infrmatin: An integrated reprt shuld shw a hlistic picture f the cmbinatin, interrelatedness and dependencies between the factrs that affect the rganizatin s ability t create value ver time Stakehlder relatinships: An integrated reprt shuld prvide insight int the nature and quality f the rganizatin s relatinships with its key stakehlders, including hw and t what extent the rganizatin understands, takes int accunt and respnds t their legitimate needs and interests Materiality: An integrated reprt shuld disclse infrmatin abut matters that substantively affect the rganizatin s ability t create value ver the shrt, medium and lng term Cnciseness: An integrated reprt shuld be cncise Reliability and cmpleteness: An integrated reprt shuld include all material matters, bth psitive and negative, in a balanced way and withut material errr Cnsistency and cmparability: The infrmatin in an integrated reprt shuld be presented: (a) n a basis that is cnsistent ver time; and (b) in a way that enables cmparisn with ther rganizatins t the extent it is material t the rganizatin s wn ability t create value ver time. CONTENT ELEMENTS An integrated reprt includes eight Cntent Elements that are fundamentally linked t each ther and are nt mutually exclusive: Organizatinal verview and external envirnment: What des the rganizatin d and what are the circumstances under which it perates? Gvernance: Hw des the rganizatin s gvernance structure supprt its ability t create value in the shrt, medium and lng term? Business mdel: What is the rganizatin s business mdel? Risks and pprtunities: What are the specific risks and pprtunities that affect the rganizatin s ability t create value ver the shrt, medium and lng term, and hw is the rganizatin dealing with them? Strategy and resurce allcatin: Where des the rganizatin want t g and hw des it intend t get there? Perfrmance: T what extent has the rganizatin achieved its strategic bjectives fr the perid and what are its utcmes in terms f effects n the capitals? Outlk: What challenges and uncertainties is the rganizatin likely t encunter in pursuing its strategy, and what are the ptential implicatins fr its business mdel and future perfrmance? Basis f presentatin: Hw des the rganizatin determine what matters t include in the integrated reprt and hw are such matters quantified r evaluated? The Internatinal <IR> Framewrk 5

7 PART I INTRODUCTION

8 1. USING THE FRAMEWORK 1A Integrated reprt defined 1.1 An integrated reprt is a cncise cmmunicatin abut hw an rganizatin s strategy, gvernance, perfrmance and prspects, in the cntext f its external envirnment, lead t the creatin f value ver the shrt, medium and lng term. 1.2 An integrated reprt shuld be prepared in accrdance with this Framewrk. 1B Objective f the Framewrk 1.3 The purpse f this Framewrk is t establish Guiding Principles and Cntent Elements that gvern the verall cntent f an integrated reprt, and t explain the fundamental cncepts that underpin them. 1.4 This Framewrk is written primarily in the cntext f private sectr, fr-prfit cmpanies f any size but it can als be applied, adapted as necessary, by public sectr and nt-fr-prfit rganizatins. 1.5 This Framewrk identifies infrmatin t be included in an integrated reprt fr use in assessing an rganizatin s ability t create value; it des nt set benchmarks fr such things as the quality f an rganizatin s strategy r the level f its perfrmance. 1.6 In this Framewrk, reference t the creatin f value: Includes instances when value is preserved and when it is diminished (see paragraph 2.14) Relates t value creatin ver time (i.e., ver the shrt, medium and lng term). 1.8 An integrated reprt benefits all stakehlders interested in an rganizatin s ability t create value ver time, including emplyees, custmers, suppliers, business partners, lcal cmmunities, legislatrs, regulatrs and plicy-makers. 1D A principles-based apprach 1.9 This Framewrk is principles-based. The intent f the principles-based apprach is t strike an apprpriate balance between flexibility and prescriptin that recgnizes the wide variatin in individual circumstances f different rganizatins while enabling a sufficient degree f cmparability acrss rganizatins t meet relevant infrmatin needs This Framewrk des nt prescribe specific key perfrmance indicatrs (KPIs), measurement methds r the disclsure f individual matters. Thse respnsible fr the preparatin and presentatin f the integrated reprt therefre need t exercise judgement, given the specific circumstances f the rganizatin, t determine: Which matters are material Hw they are disclsed, including the applicatin f generally accepted measurement and disclsure methds as apprpriate. When infrmatin in an integrated reprt is similar t, r based n ther infrmatin published by the rganizatin, it is prepared n the same basis as, r is easily recncilable with, that ther infrmatin. 1C Purpse and users f an integrated reprt 1.7 The primary purpse f an integrated reprt is t explain t prviders f financial capital hw an rganizatin creates value ver time. It therefre cntains relevant infrmatin, bth financial and ther. The Internatinal <IR> Framewrk 7

9 1. USING THE FRAMEWORK CONTINUED Quantitative and qualitative infrmatin 1.11 Quantitative indicatrs, such as KPIs and mnetized metrics, and the cntext in which they are prvided can be very helpful in explaining hw an rganizatin creates value and hw it uses and affects varius capitals. While quantitative indicatrs are included in an integrated reprt whenever it is practicable and relevant t d s: 1E The ability f the rganizatin t create value can best be reprted n thrugh a cmbinatin f quantitative and qualitative infrmatin (see als paragraph 3.8 regarding the cnnectivity f quantitative and qualitative infrmatin). It is nt the purpse f an integrated reprt t quantify r mnetize the value f the rganizatin at a pint in time, the value it creates ver a perid, r its uses f r effects n all the capitals. (See als paragraph 4.53 fr cmmn characteristics f suitable quantitative indicatrs.) Frm f reprt and relatinship with ther infrmatin 1.12 An integrated reprt shuld be a designated, identifiable cmmunicatin An integrated reprt is intended t be mre than a summary f infrmatin in ther cmmunicatins (e.g., financial statements, a sustainability reprt, analyst calls, r n a website); rather, it makes explicit the cnnectivity f infrmatin t cmmunicate hw value is created ver time An integrated reprt may be prepared in respnse t existing cmpliance requirements. Fr example, an rganizatin may be required by lcal law t prepare a management cmmentary r ther reprt that prvides cntext fr its financial statements. If that reprt is als prepared in accrdance with this Framewrk it can be cnsidered an integrated reprt. If the reprt is required t include specified infrmatin beynd that required by this Framewrk, the reprt can still be cnsidered an integrated reprt if that ther infrmatin des nt bscure the cncise infrmatin required by this Framewrk An integrated reprt may be either a standalne reprt r be included as a distinguishable, prminent and accessible part f anther reprt r cmmunicatin. Fr example, it may be included at the frnt f a reprt that als includes the rganizatin s financial statements An integrated reprt can prvide an entry pint t mre detailed infrmatin utside the designated cmmunicatin, t which it may be linked. The frm f link will depend n the frm f the integrated reprt (e.g., fr a paper-based reprt, links may invlve attaching ther infrmatin as an appendix; fr a web-based reprt, it may invlve hyperlinking t that ther infrmatin). 1F Applicatin f the Framewrk 1.17 Any cmmunicatin claiming t be an integrated reprt and referencing the Framewrk shuld apply all the requirements identified in bld italic type unless: The unavailability f reliable infrmatin r specific legal prhibitins results in an inability t disclse material infrmatin Disclsure f material infrmatin wuld cause significant cmpetitive harm. (See paragraph 3.51.) 1.18 In the case f the unavailability f reliable infrmatin r specific legal prhibitins, an integrated reprt shuld: Guidance Indicate the nature f the infrmatin that has been mitted Explain the reasn why it has been mitted In the case f the unavailability f data, identify the steps being taken t btain the infrmatin and the expected time frame fr ding s Text in this Framewrk that is nt in bld italic type prvides guidance t assist in applying the requirements. It is nt necessary fr an integrated reprt t include all matters referred t in the guidance. The Internatinal <IR> Framewrk 8

10 1. USING THE FRAMEWORK CONTINUED 1G Respnsibility fr an integrated reprt 1.20 An integrated reprt shuld include a statement frm thse charged with gvernance that includes: An acknwledgement f their respnsibility t ensure the integrity f the integrated reprt An acknwledgement that they have applied their cllective mind t the preparatin and presentatin f the integrated reprt Their pinin r cnclusin abut whether the integrated reprt is presented in accrdance with this Framewrk r, if it des nt include such a statement, it shuld explain: What rle thse charged with gvernance played in its preparatin and presentatin What steps are being taken t include such a statement in future reprts The time frame fr ding s, which shuld be n later than the rganizatin s third integrated reprt that references this Framewrk. The Internatinal <IR> Framewrk 9

11 2. FUNDAMENTAL CONCEPTS 2.1 The fundamental cncepts in this chapter underpin and reinfrce the requirements and guidance in the Framewrk. 2A Intrductin 2.2 An integrated reprt explains hw an rganizatin creates value ver time. Value is nt created by r within an rganizatin alne. It is: Influenced by the external envirnment Created thrugh relatinships with stakehlders Dependent n varius resurces. 2.3 An integrated reprt therefre aims t prvide insight abut: 2B The external envirnment that affects an rganizatin The resurces and the relatinships used and affected by the rganizatin, which are referred t cllectively in this Framewrk as the capitals and are categrized in Sectin 2C as financial, manufactured, intellectual, human, scial and relatinship, and natural Hw the rganizatin interacts with the external envirnment and the capitals t create value ver the shrt, medium and lng term. Value creatin fr the rganizatin and fr thers 2.4 Value created by an rganizatin ver time manifests itself in increases, decreases r transfrmatins f the capitals caused by the rganizatin s business activities and utputs. That value has tw interrelated aspects value created fr: The rganizatin itself, which enables financial returns t the prviders f financial capital Others (i.e., stakehlders and sciety at large). 2.5 Prviders f financial capital are interested in the value an rganizatin creates fr itself. They are als interested in the value an rganizatin creates fr thers when it affects the ability f the rganizatin t create value fr itself, r relates t a stated bjective f the rganizatin (e.g., an explicit scial purpse) that affects their assessments. 2.6 The ability f an rganizatin t create value fr itself is linked t the value it creates fr thers. As illustrated in Figure 1, this happens thrugh a wide range f activities, interactins and relatinships in additin t thse, such as sales t custmers, that are directly assciated with changes in financial capital. These include, fr example, the effects f the rganizatin s business activities and utputs n custmer satisfactin, suppliers willingness t trade with the rganizatin and the terms and cnditins upn which they d s, the initiatives that business partners agree t undertake with the rganizatin, the rganizatin s reputatin, cnditins impsed n the rganizatin s scial licence t perate, and the impsitin f supply chain cnditins r legal requirements. Figure 1: Value created fr the rganizatin and fr thers: 2.7 When these interactins, activities, and relatinships are material t the rganizatin s ability t create value fr itself, they are included in the integrated reprt. This includes taking accunt f the extent t which effects n the capitals have been externalized (i.e., the csts r ther effects n capitals that are nt wned by the rganizatin). The Internatinal <IR> Framewrk 10

12 2. FUNDAMENTAL CONCEPTS CONTINUED 2.8 Externalities may be psitive r negative (i.e., they may result in a net increase r decrease t the value embdied in the capitals). Externalities may ultimately increase r decrease value created fr the rganizatin; therefre prviders f financial capital need infrmatin abut material externalities t assess their effects and allcate resurces accrdingly. 2.9 Because value is created ver different time hrizns and fr different stakehlders thrugh different capitals, it is unlikely t be created thrugh the maximizatin f ne capital while disregarding the thers. Fr example, the maximizatin f financial capital (e.g., prfit) at the expense f human capital (e.g., thrugh inapprpriate human resurce plicies and practices) is unlikely t maximize value fr the rganizatin in the lnger term. 2C The capitals The stck and flw f capitals 2.10 All rganizatins depend n varius frms f capital fr their success. In this Framewrk, the capitals cmprise financial, manufactured, intellectual, human, scial and relatinship, and natural, althugh as discussed in paragraphs , rganizatins preparing an integrated reprt are nt required t adpt this categrizatin The capitals are stcks f value that are increased, decreased r transfrmed thrugh the activities and utputs f the rganizatin. Fr example, an rganizatin s financial capital is increased when it makes a prfit, and the quality f its human capital is imprved when emplyees becme better trained The verall stck f capitals is nt fixed ver time. There is a cnstant flw between and within the capitals as they are increased, decreased r transfrmed. Fr example, when an rganizatin imprves its human capital thrugh emplyee training, the related training csts reduce its financial capital. The effect is that financial capital has been transfrmed int human capital. Althugh this example is simple and presented nly frm the rganizatin s perspective 1, it demnstrates the cntinuus interactin and transfrmatin between the capitals, albeit with varying rates and utcmes Many activities cause increases, decreases r transfrmatins that are far mre cmplex than the abve example and invlve a brader mix f capitals r f cmpnents within a capital (e.g., the use f water t grw crps that are fed t farm animals, all f which are cmpnents f natural capital) Althugh rganizatins aim t create value verall, this can invlve the diminutin f value stred in sme capitals, resulting in a net decrease t the verall stck f capitals. In many cases, whether the net effect is an increase r decrease (r neither, i.e., when value is preserved) will depend n the perspective chsen; as in the abve example, emplyees and emplyers might value training differently. In this Framewrk, the term value creatin includes instances when the verall stck f capitals is unchanged r decreased (i.e., when value is preserved r diminished). Categries and descriptins f the capitals 2.15 Fr the purpse f this Framewrk, the capitals are categrized and described as fllws: Financial capital The pl f funds that is: available t an rganizatin fr use in the prductin f gds r the prvisin f services btained thrugh financing, such as debt, equity r grants, r generated thrugh peratins r investments Manufactured capital Manufactured physical bjects (as distinct frm natural physical bjects) that are available t an rganizatin fr use in the prductin f gds r the prvisin f services, including: buildings equipment 1 Other perspectives include the increase t the trainer s financial capital due t the payment received frm the emplyer, and the increase t scial capital that may ccur if emplyees use newly acquired skills t cntribute t cmmunity rganizatins (see als paragraph 4.56 regarding cmplexity, interdependencies and trade-ffs). The Internatinal <IR> Framewrk 11

13 2. FUNDAMENTAL CONCEPTS CONTINUED infrastructure (such as rads, prts, bridges, and waste and water treatment plants) Manufactured capital is ften created by ther rganizatins, but includes assets manufactured by the reprting rganizatin fr sale r when they are retained fr its wn use. Intellectual capital Organizatinal, knwledge-based intangibles, including: intellectual prperty, such as patents, cpyrights, sftware, rights and licences rganizatinal capital such as tacit knwledge, systems, prcedures and prtcls Human capital Peple s cmpetencies, capabilities and experience, and their mtivatins t innvate, including their: alignment with and supprt fr an rganizatin s gvernance framewrk, risk management apprach, and ethical values ability t understand, develp and implement an rganizatin s strategy lyalties and mtivatins fr imprving prcesses, gds and services, including their ability t lead, manage and cllabrate Scial and relatinship capital The institutins and the relatinships within and between cmmunities, grups f stakehlders and ther netwrks, and the ability t share infrmatin t enhance individual and cllective well-being. Scial and relatinship capital includes: shared nrms, and cmmn values and behaviurs key stakehlder relatinships, and the trust and willingness t engage that an rganizatin has develped and strives t build and prtect with external stakehlders intangibles assciated with the brand and reputatin that an rganizatin has develped an rganizatin s scial licence t perate Natural capital All renewable and nnrenewable envirnmental resurces and prcesses that prvide gds r services that supprt the past, current r future prsperity f an rganizatin. It includes: air, water, land, minerals and frests bidiversity and ec-system health Nt all capitals are equally relevant r applicable t all rganizatins. While mst rganizatins interact with all capitals t sme extent, these interactins might be relatively minr r s indirect that they are nt sufficiently imprtant t include in the integrated reprt. Rle f the capitals in the Framewrk 2.17 This Framewrk des nt require an integrated reprt t adpt the categries identified abve r t be structured alng the lines f the capitals. Rather, the primary reasns fr including the capitals in this Framewrk are t serve: As part f the theretical underpinning fr the cncept f value creatin (see Sectin 2B) As a guideline fr ensuring rganizatins cnsider all the frms f capital they use r affect Organizatins may categrize the capitals differently. Fr example, relatinships with external stakehlders and the intangibles assciated with brand and reputatin (bth identified as part f scial and relatinship capital in paragraph 2.15), might be cnsidered by sme rganizatins t be separate capitals, part f ther capitals r cutting acrss a number f individual capitals. Similarly, sme rganizatins define intellectual capital as cmprising what they identify as human, structural and relatinal capitals Regardless f hw an rganizatin categrizes the capitals fr its wn purpses, the categries identified in paragraph 2.15 are t be used as a guideline t ensure the rganizatin des nt verlk a capital that it uses r affects. The Internatinal <IR> Framewrk 12

14 2. FUNDAMENTAL CONCEPTS CONTINUED 2D The value creatin prcess 2.20 The value creatin prcess is depicted in Figure 2. It is explained briefly in the fllwing paragraphs, which als identify hw the cmpnents f Figure 2 (underlined in the text) align with the Cntent Elements in Chapter The external envirnment, including ecnmic cnditins, technlgical change, scietal issues and envirnmental challenges, sets the cntext within which the rganizatin perates. The missin and visin encmpass the whle rganizatin, identifying its purpse and intentin in clear, cncise terms. (See Cntent Element 4A Organizatinal verview and external envirnment.) 2.22 Thse charged with gvernance are respnsible fr creating an apprpriate versight structure t supprt the ability f the rganizatin t create value. (See Cntent Element 4B Gvernance.) 2.23 At the cre f the rganizatin is its business mdel, which draws n varius capitals as inputs and, thrugh its business activities, cnverts them t utputs (prducts, services, by-prducts and waste). The rganizatin s activities and its utputs lead t utcmes in terms f effects n the capitals. The capacity f the business mdel t adapt t changes (e.g., in the availability, quality and affrdability f inputs) can affect the rganizatin s lnger term viability. (See Cntent Element 4C Business mdel.) 2.24 Business activities include the planning, design and manufacture f prducts r the deplyment f specialized skills and knwledge in the prvisin f services. Encuraging a culture f innvatin is ften a key business activity in terms f generating new prducts and services that anticipate custmer demand, intrducing efficiencies and better use f technlgy, substituting inputs t minimize adverse scial r envirnmental effects, and finding alternative uses fr utputs. Figure 2: The value creatin prcess: The Internatinal <IR> Framewrk 13

15 2. FUNDAMENTAL CONCEPTS CONTINUED 2.25 Outcmes are the internal and external cnsequences (psitive and negative) fr the capitals as a result f an rganizatin s business activities and utputs Cntinuus mnitring and analysis f the external envirnment in the cntext f the rganizatin s missin and visin identifies risks and pprtunities relevant t the rganizatin, its strategy and its business mdel. (See Cntent Element 4D Risks and pprtunities.) 2.27 The rganizatin s strategy identifies hw it intends t mitigate r manage risks and maximize pprtunities. It sets ut strategic bjectives and strategies t achieve them, which are implemented thrugh resurce allcatin plans. (See Cntent Element 4E Strategy and resurce allcatin.) 2.28 The rganizatin needs infrmatin abut its perfrmance, which invlves setting up measurement and mnitring systems t prvide infrmatin fr decisin-making. (See Cntent Element 4F Perfrmance.) 2.29 The value creatin prcess is nt static; regular review f each cmpnent and its interactins with ther cmpnents, and a fcus n the rganizatin s utlk, lead t revisin and refinement t imprve all the cmpnents. (See Cntent Element 4G Outlk.) The Internatinal <IR> Framewrk 14

16 PART II THE INTEGRATED REPORT

17 3. GUIDING PRINCIPLES 3.1 The fllwing Guiding Principles underpin the preparatin and presentatin f an integrated reprt, infrming the cntent f the reprt and hw infrmatin is presented: A Strategic fcus and future rientatin B Cnnectivity f infrmatin C Stakehlder relatinships D Materiality E Cnciseness F Reliability and cmpleteness G Cnsistency and cmparability 3.2 These Guiding Principles are applied individually and cllectively fr the purpse f preparing and presenting an integrated reprt; accrdingly, judgement is needed in applying them, particularly when there is an apparent tensin between them (e.g., between cnciseness and cmpleteness). 3A Strategic fcus and future rientatin 3.3 An integrated reprt shuld prvide insight int the rganizatin s strategy, and hw it relates t the rganizatin s ability t create value in the shrt, medium and lng term and t its use f and effects n the capitals. 3.4 Applying this Guiding Principle is nt limited t the Cntent Elements 4E Strategy and resurce allcatin and 4G Outlk. It guides the selectin and presentatin f ther cntent, and may include, fr example: Highlighting significant risks, pprtunities and dependencies flwing frm the rganizatin s market psitin and business mdel The views f thse charged with gvernance abut: the relatinship between past and future perfrmance, and the factrs that can change that relatinship hw the rganizatin balances shrt, medium and lng term interests hw the rganizatin has learned frm past experiences in determining future strategic directins. 3.5 Adpting a strategic fcus and future rientatin (see als paragraphs ) includes clearly articulating hw the cntinued availability, quality and affrdability f significant capitals cntribute t the rganizatin s ability t achieve its strategic bjectives in the future and create value. 3B Cnnectivity f infrmatin 3.6 An integrated reprt shuld shw a hlistic picture f the cmbinatin, interrelatedness and dependencies between the factrs that affect the rganizatin s ability t create value ver time. 3.7 The mre that integrated thinking is embedded int an rganizatin s activities, the mre naturally will the cnnectivity f infrmatin flw int management reprting, analysis and decisin-making, and subsequently int the integrated reprt. 3.8 The key frms f cnnectivity f infrmatin include the cnnectivity between: The Cntent Elements. The integrated reprt cnnects the Cntent Elements int a ttal picture that reflects the dynamic and systemic interactins f the rganizatin s activities as a whle. Fr example: an analysis f existing resurce allcatin, and hw the rganizatin will cmbine resurces r make further investment t achieve its targeted perfrmance infrmatin abut hw the rganizatin s strategy is tailred when, fr instance, new risks and pprtunities are identified r past perfrmance is nt as expected linking the rganizatin s strategy and business mdel with changes in its external envirnment, such as increases r decreases in the pace f technlgical change, evlving scietal expectatins, and resurce shrtages as planetary limits are apprached. The Internatinal <IR> Framewrk 16

18 3. GUIDING PRINCIPLES CONTINUED The past, present and future. An analysis by the rganizatin f its activities in the past-tpresent perid can prvide useful infrmatin t assess the plausibility f what has been reprted cncerning the present-t-future perid. The explanatin f the past-t-present perid can als be useful in analyzing current capabilities and the quality f management. The capitals. This includes the interdependencies and trade-ffs between the capitals, and hw changes in their availability, quality and affrdability affect the ability f the rganizatin t create value. Financial infrmatin and ther infrmatin. Fr example, the implicatins fr: expected revenue grwth r market share f research and develpment plicies, technlgy/knw-hw r investment in human resurces cst reductin r new business pprtunities f envirnmental plicies, energy efficiency, cperatin with lcal cmmunities r technlgies t tackle scial issues revenue and prfit grwth f lng term custmer relatinships, custmer satisfactin r reputatin. Quantitative and qualitative infrmatin. Bth qualitative and quantitative infrmatin are necessary fr an integrated reprt t prperly represent the rganizatin s ability t create value as each prvides cntext fr the ther. Including KPIs as part f a narrative explanatin can be an effective way t cnnect quantitative and qualitative infrmatin. Management infrmatin, bard infrmatin and infrmatin reprted externally. Fr example, as nted in paragraph 4.53, it is imprtant fr the quantitative indicatrs in an integrated reprt t be cnsistent with the indicatrs used internally by thse charged with gvernance. Infrmatin in the integrated reprt, infrmatin in the rganizatin s ther cmmunicatins, and infrmatin frm ther surces. This recgnizes that all cmmunicatins frm the rganizatin need t be cnsistent, and that infrmatin the rganizatin prvides is nt read in islatin but cmbined with infrmatin frm ther surces when making assessments. 3.9 The cnnectivity f infrmatin and the verall usefulness f an integrated reprt is enhanced when it is lgically structured, well presented, written in clear, understandable and jargn-free language, and includes effective navigatin devices, such as clearly delineated (but linked) sectins and crss-referencing. In this cntext, infrmatin and cmmunicatin technlgy can be used t imprve the ability t search, access, cmbine, cnnect, custmize, re-use r analyse infrmatin. 3C Stakehlder relatinships 3.10 An integrated reprt shuld prvide insight int the nature and quality f the rganizatin s relatinships with its key stakehlders, including hw and t what extent the rganizatin understands, takes int accunt and respnds t their legitimate needs and interests This Guiding Principle reflects the imprtance f relatinships with key stakehlders because, as nted in paragraph 2.2, value is nt created by r within an rganizatin alne, but is created thrugh relatinships with thers. It des nt mean that an integrated reprt shuld attempt t satisfy the infrmatin needs f all stakehlders Stakehlders prvide useful insights abut matters that are imprtant t them, including ecnmic, envirnmental and scial issues that als affect the ability f the rganizatin t create value. These insights can assist the rganizatin t: Understand hw stakehlders perceive value Identify trends that might nt yet have cme t general attentin, but which are rising in significance The Internatinal <IR> Framewrk 17

19 3. GUIDING PRINCIPLES CONTINUED Identify material matters, including risks and pprtunities Develp and evaluate strategy Manage risks Implement activities, including strategic and accuntable respnses t material matters Engagement with stakehlders ccurs regularly in the rdinary curse f business (e.g., day-t-day liaisn with custmers and suppliers r brader nging engagement as part f strategic planning and risk assessment). It might als be undertaken fr a particular purpse (e.g., engagement with a lcal cmmunity when planning a factry extensin). The mre integrated thinking is embedded in the business, the mre likely it is that a fuller cnsideratin f key stakehlders legitimate needs and interests is incrprated as an rdinary part f cnducting business An integrated reprt enhances transparency and accuntability, which are essential in building trust and resilience, by disclsing hw key stakehlders legitimate needs and interests are understd, taken int accunt and respnded t thrugh decisins, actins and perfrmance, as well as nging cmmunicatin Accuntability is clsely assciated with the cncept f stewardship and the respnsibility f an rganizatin t care fr, r use respnsibly, the capitals that its activities and utputs affect. When the capitals are wned by the rganizatin, a stewardship respnsibility is impsed n management and thse charged with gvernance via their legal respnsibilities t the rganizatin When the capitals are wned by thers r nt wned at all, stewardship respnsibilities may be impsed by law r regulatin (e.g., thrugh a cntract with the wners, r thrugh labur laws r envirnmental prtectin regulatins). When there is n legal stewardship respnsibility, the rganizatin may have an ethical respnsibility t accept, r chse t accept stewardship respnsibilities and be guided in ding s by stakehlder expectatins. 3D Materiality 3.17 An integrated reprt shuld disclse infrmatin abut matters that substantively affect the rganizatin s ability t create value ver the shrt, medium and lng term. The materiality determinatin prcess 3.18 The materiality determinatin prcess fr the purpse f preparing and presenting an integrated reprt invlves: Identifying relevant matters based n their ability t affect value creatin as discussed in Sectin 2B (see paragraphs ) Evaluating the imprtance f relevant matters in terms f their knwn r ptential effect n value creatin (see paragraphs ) Priritizing the matters based n their relative imprtance (see paragraph 3.28) Determining the infrmatin t disclse abut material matters (see paragraph 3.29) This prcess applies t bth psitive and negative matters, including risks and pprtunities and favurable and unfavurable perfrmance r prspects. It als applies t bth financial and ther infrmatin. Such matters may have direct implicatins fr the rganizatin itself r may affect the capitals wned by r available t thers T be mst effective, the materiality determinatin prcess is integrated int the rganizatin s management prcesses and includes regular engagement with prviders f financial capital and thers t ensure the integrated reprt meets its primary purpse as nted in paragraph 1.7. Identifying relevant matters 3.21 Relevant matters are thse that have, r may have, an effect n the rganizatin s ability t create value. This is determined by cnsidering their effect n the rganizatin s strategy, gvernance, perfrmance r prspects. The Internatinal <IR> Framewrk 18

20 3. GUIDING PRINCIPLES CONTINUED 3.22 Ordinarily, matters related t value creatin that are discussed at meetings f thse charged with gvernance are cnsidered relevant. An understanding f the perspectives f key stakehlders is critical t identifying relevant matters Matters that might be relatively easy t address in the shrt term but which may, if left unchecked, becme mre damaging r difficult t address in the medium r lng term need t be included in the ppulatin f relevant matters. Matters are nt excluded n the basis that the rganizatin des nt wish t address them r des nt knw hw t deal with them. Evaluating imprtance 3.24 Nt all relevant matters will be cnsidered material. T be included in an integrated reprt, a matter als needs t be sufficiently imprtant in terms f its knwn r ptential effect n value creatin. This invlves evaluating the magnitude f the matter s effect and, if it is uncertain whether the matter will ccur, its likelihd f ccurrence Magnitude is evaluated by cnsidering whether the matter s effect n strategy, gvernance, perfrmance r prspects is such that it has the ptential t substantively influence value creatin ver time. This requires judgement and will depend n the nature f the matter in questin. Matters may be cnsidered material either individually r in the aggregate Evaluating the magnitude f a matter s effect des nt imply that the effect needs t be quantified. Depending n the nature f the matter, a qualitative evaluatin might be mre apprpriate In evaluating the magnitude f effect, the rganizatin cnsiders: Quantitative and qualitative factrs Financial, peratinal, strategic, reputatinal and regulatry perspectives Area f the effect, be it internal r external Time frame. Priritizing imprtant matters 3.28 Once the ppulatin f imprtant matters is identified, they are priritized based n their magnitude. This helps t fcus n the mst imprtant matters when determining hw they are reprted. Determining infrmatin t disclse 3.29 Judgement is applied in determining the infrmatin t disclse abut material matters. This requires cnsideratin frm different perspectives, bth internal and external, and is assisted by regular engagement with prviders f financial capital and thers t ensure the integrated reprt meets its primary purpse as nted in paragraph 1.7. (See als paragraphs ) Reprting bundary 3.30 Key t the materiality determinatin prcess is the cncept f the reprting bundary. Determining the bundary fr an integrated reprt has tw aspects: The financial reprting entity (i.e., the bundary used fr financial reprting purpses) Risks, pprtunities and utcmes attributable t r assciated with ther entities/stakehlders beynd the financial reprting entity that have a significant effect n the ability f the financial reprting entity t create value The financial reprting entity is central t the reprting bundary because: It is the financial reprting entity in which prviders f financial capital invest and therefre need infrmatin abut Using the financial reprting entity enables the infrmatin in the financial statements t serve as an anchr r pint f reference t which the ther infrmatin in an integrated reprt can be related. The Internatinal <IR> Framewrk 19

21 3. GUIDING PRINCIPLES CONTINUED Figure 3: Entities/stakehlders cnsidered in determining the reprting bundary: 3.32 Figure 3 depicts the entities/stakehlders that are cnsidered in determining the reprting bundary Financial reprting entity 3.33 The financial reprting entity identifies which subsidiaries, jint ventures and assciates transactins and related events are included in the rganizatin s financial reprt. The financial reprting entity is determined accrding t applicable financial reprting standards which revlve arund the cncepts f cntrl r significant influence. Risks, pprtunities and utcmes 3.34 The secnd aspect f determining the reprting bundary is t identify thse risks, pprtunities and utcmes attributable t r assciated with entities/stakehlders beynd the financial reprting entity that have a significant effect n the ability f the financial reprting entity t create value. These ther entities/stakehlders might be related parties fr the purpse f financial reprting, but will rdinarily extend further The purpse f lking beynd the financial reprting bundary is t identify risks, pprtunities and utcmes that materially affect the rganizatin s ability t create value. The entities/stakehlders within this prtin f the reprting bundary are nt related t the financial reprting entity by virtue f cntrl r significant influence, but rather by the nature and prximity f the risks, pprtunities and utcmes. Fr example, if aspects f the labur practices in the rganizatin s industry are material t the ability f the rganizatin t create value, then disclsure in the integrated reprt might include infrmatin abut thse aspects as they relate t suppliers labur practices. The Internatinal <IR> Framewrk 20

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