@VenkateshJayar2

Reading a
Annual
Report

@VenkateshJayar2

9/13/2018 1
 Disclaimer
• All examples, stocks and cases discussed in this presentation are only for
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educational purpose.
• These are not BUY or SELL recommendations.
• Readers must do their own research and run their calculations before investing.
• I have made best efforts to ensure accuracy of contents in this presentation.
However, errors could creep in beyond my best effort. Kindly bring to my notice
and the same shall be rectified.
• I shall in no way be responsible to any one (directly or indirectly) for any kind of
loss that might arise from using or sharing the information in this presentation.

The contents of this presentation was primarily motivated by the Video series of
lessons on the subject by Mr. Vishal Khandelwal (https://www.safalniveshak.com/)

Thank him for permitting to use some of his video contents in this presentation.

Reading a Annual Report 9/13/2018 2

 Topics
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1. Introduction to Annual Report 2. Sections in a Annual Report

Annual Report
Should a investor read a annual report?
Quick glance at annual report
Caution when reading annual report!
3. Red flags in a Annual Report
Sections in a Annual Report
Section 1 – Performance
Section 2 – Chairman’s Statement
Section 3 – Directors Report
Section 4 – Financial Statements
Section 5 – Notes
Section 6 – Significant Accounting Policy

Watch out these aspects…

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Avoid Pitfalls
Jargons in Annual Reports

Reading a Annual Report 9/13/2018 3

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INTRODUCTION TO ANNUAL REPORT

What is all about?

Reading a Annual Report 9/13/2018 4

 Should a Investor read Annual Report?
YES EVERY LONG TERM INVESTOR MUST READ…
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Annual report is the ONLY published document that provides investors an

annual snapshot of the progress of the company, including audited financial
statements, operational discussions from management and a briefing from the
Chairman. The key things to keep in mind are…

▪ Reading annual report require some specialist knowledge to decipher, a

given industry jargon
▪ Annual report provide investors a financial snap shot of the stock that
they hold
▪ Ignoring salient points lodged in the fine-print can prove disastrous for a
long term investor
Reading a Annual Report 9/13/2018 5
 Quick Glance at Annual Report
Quickly glance (In a hour) the annual report through:
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▪ Chairman / CEO’s statement. Read the first two and last two paragraphs in
detail. This should give you a gist of how the business is going. Do the same
for the management discussions and operational analysis.
▪ Segmental breakdown in the notes to the financial accounts and review the
sales and earnings for each segment to see if they are improving or
declining.
▪ For all areas which shows deterioration, look for an explanation in the
discussions or seek clarification from the company.
How do I seek clarifications from a company?
Following channels are available
(1) Send E-Mail/Phone to the company secretary available in the annual reports. The details of phone and Email id is
available in company’s annual report
(2) Shareholders must attend Annual General meeting and seek clarification from the Chairman/CEO who are
present in person.
9/13/2018 6

Reading a Annual Report

 Quick Glance at Annual Report (Contd.)

▪ Look at the financial statements and check if:

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1. Trend of Sales - rising or falling;

2. Net profits are positive - rising or falling;
3. Operating cash flow after working capital adjustments is positive or
negative;
4. Net debt - rising or falling;
5. Dividends - rising or falling (as a % of net profits).

Reading a Annual Report 9/13/2018 7

 Caution when reading Annual Report
A investor make take note and have the below caution in mind as they read the
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annual report…

1. An Annual Report is mostly a review of what has already happened.

2. It has plans for future which are forward-looking statements and tend to be
broad. These outline the managements future growth and ambitions. This
may or may not happen in future. Investors should ask management for
clarification to allay concerns.
3. The financial statements are audited and the primary objective of an audit
is to provide a true and fair view of the financial statements. A clean audit
report should not be taken as a guarantee that the company is free of
fraud.
• This because a company can cook its financial statements by joining hand with the
auditor.

Reading a Annual Report 9/13/2018 8

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SECTIONS IN A ANNUAL REPORT

In this coming slides we discuss the different sections in a annual report and the valuable information
that a investor can mine from these sections

Reading a Annual Report 9/13/2018 9

 Sections in a Annual Report
There are different sections in a Annual report. Not all need equal attention of the
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investor. But a few sections are very important and valuable for a investor. We discuss
these sections…
Asked to rate them in order of importance, the
investment professionals came out with the
following ratings.
Section Importance
Rating (%)
Financial Statements 95
Ten Year Financial Summary 87
Management Analysis 81
Financial Highlights 70
Review of the Year 78
Letter to Shareholders 69

Reference: “Quality of Earnings” by Thornton, Page 24

Reading a Annual Report 9/13/2018 10

 Sections in a Annual Report
This section give snap shot of Financial performance of the
1. Performance company & performance trends, bench marked against its
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previous year performance.

2. Chairman’s Chairman’s statement (or letter) gives the perspective of the

person who is running or leading the business and the
Letter future vision for the company.

VALUE OF INFORMATION
Directors report talk about the underlying reasoning behind
3. Directors Report
the results. The MDA gives the outlook of future growth
& MDA* prospects and risks facing the company or industry as a
whole.

Significantly important section, which gives insight into

4. Financial companies performance & health. There are three statements, (1)
Statements Balance Sheet, (2) Income Statement & (3) Cash Flow Statement.

Notes are accompanying sections to the Financial

5. Notes Statements. These notes gives the details behind the
numbers shown in the three financial statements.

This section outlines the policy in recording the numbers in

6. Significant
financial statements i.e. When revenue is recognized, how
accounting policy inventory is valued etc.

* MDA – Management Discussion and Analysis

Reading a Annual Report 9/13/2018 11
 Section – 1 Performance
PERFORMANCE SNAP SHOT OF THE YEAR
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This performance gives a snap/break up of a company’s different product and

services and how contribute to the company’s business. E.g. Soap and detergent
contribute to near 47% of sales and with personal products its shoots to 77%. This
where the companies focus lies. As a consumer, we were never aware of these
statistics, but as a investor one must know all these.

The next portion gives the financial snap of

the most recent year with details of Sales,
profit, EPS and Cash from Operations (CFO)

Reading a Annual Report 9/13/2018 12

 Section – 1 Performance (Contd.)
TEN YEAR FINANCIAL SNAP SHOT
▪ The previous performance section gave the
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performance for the current year, which by itself

does not convey much information, if whether it is
a good or bad year.
▪ The section ‘Financial Performance’ details of past
5-10 year performance. Usually 10 years is more
common.
▪ One can find the 10 years summary of
• Balance sheet,
• Profit and loss statement,
• Segment wise sales
• Key Ratios etc.

Note: By referring slightly older reports (E.g. 2009-

2010), once can get more depth by referring the 10
years report from there on.
Reading a Annual Report 9/13/2018 13
 Section – 1 Performance (Contd.)
TEN YEAR FINANCIAL SNAP SHOT – BALANCE SHEET Note: This work could be
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quite interesting with

need for additional study
giving, greater insights.

To avoid losing focus, a

investor must note these
observations and then go
back to all older AR at
one go.

Refer the Balance sheet,

▪ From the year 2009-2010 the company became completely loan free.
• This is a very positive sign on company’s operations and financial health.
• This reduces the interest outgo and increase the companies profit.
▪ In the year 2011 – 2012, there is a decrease in fixed assets.
• What is the reason?
• Though not of much importance, still on a note of curiosity, this must be checked.

The above analysis must be repeated for other data (i.e. Key ratios, Segment sales etc.) in this 10 year financial report.

Reading a Annual Report 9/13/2018 14

 Section – 1 Performance (Contd.)
TEN YEAR FINANCIAL SNAP SHOT – STATEMENT OF P&L
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This 10 year financial statements must be NOT be used for a casual look. The data conveys
something which must be interpreted by the Shareholder. Look for patterns and
deviations. Refer the P&L statement:

▪ In the year 2009-2010, the Sales, Profit, EPS and dividend declined in comparison with the previous year.
• Find out the numerical impact. Sales down by 15%, EPS down by 12% etc.
• A investor must go back to 2009-2010 AR to find out the reason for this decline
▪ In the year 2012 – 2013, there is a spike in dividend paid as some special dividends were paid.
• A investor must go back to 2012-2013 AR to find out what was the amount of special dividend and reason for this payment.
• Preferably eliminate this special dividend for further calculation (i.e. Dividend Yield)

Reading a Annual Report 9/13/2018 15

 Section – 1 Performance (Contd.)
PERFORMANCE TRENDS
The ‘Performance Trends’ gives the same data of the
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previous section (i.e. 10 Year financial performance)

in a graphical format (i.e. Line, pie charts etc.)

▪ Trend lines gives a quick visual representation of

increasing, decreasing or fluctuation trend.
▪ Look for contra trends in charts having two
parameters. i.e. Once value decreasing, but other
value increasing or vice versa.

Note: Not all parameters seen in previous section (i.e.

10 Year financial performance) would be shown as
performance trends.

Reading a Annual Report 9/13/2018 16

 Section – 2 Chairman’s Statement
▪ Chairman's letter is a very important portion of the Annual report.
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o Some companies call it as “Letter to Shareholders”

▪ This section talks about the Chairman's views of the company and
performance of the past.
▪ As a investor, you have to read it slowly, carefully and with a critical
eye, especially those parts of the letter, which can be verified by
reference to statistics contained elsewhere in the report.
▪ In this section we come to know about the person who is leading
the company. As a consumer, this detail is not needed. But as a
investor this detail is a must.
▪ As a investor it is very important for us to know the credentials of
the person who is running the company.
▪ Ultimately a stock is not a piece of paper, but ownership in a
business. As a owner we need to know who is at the helm.
▪ We can get details about who are in the board of directors.

Reading a Annual Report 9/13/2018 17

 Section – 3 Directors Report
MANAGEMENT DISCUSSION AND ANALYSIS
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The directors’ report contains information that

shareholders of the company would reasonably
require to make an informed assessment of:

▪ The Operations of the company reported on

▪ The Financial position of that company
▪ The Business strategies of that company and
its prospects for future financial years (unless
their inclusion would be unreasonably
prejudicial)
There a few annexures to the directors’ report which carry valuable information
for a investor

Reading a Annual Report 9/13/2018 18

 Section – 3 Directors Report
ANNEXURES TO DIRECTORS REPORT FORM No. MGT-9 (REGISTRATION DETAILS)
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The annexure gives details about:

In this case, the company
has been in existence even
before World War – II
1. The registration date of the company

2. Address of the company and their registrar
3. Principal business of the company

WHAT INFORMATION TO WATCH FOR?
- Registration date (gives a idea of how old the company is and
how may years it has been in business).
- This in turn gives a insight of numbers of business cycles the
company has gone through.
- Address/Phone/E-Mail of registered office. Shareholders has to
use these contact details to get any queries answered from the
management. 
- The principal business of the company

Reading a Annual Report 9/13/2018 19

 Section – 3 Directors Report
ANNEXURES TO DIRECTORS REPORT FORM No. MGT-9 (HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES)
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Holding Company
▪ Other group companies holding the parent company is a
holding company
▪ If they own more than 50% of shares, then that holding
company has financial and operating control over the parent
company (HUL)

The example is from AR of HUL

Subsidiary Company
▪ The parent company (HUL) governs the financial and
operating policies of its subsidiaries to gain benefits from the
operations of its subsidiary
▪ The parent company gains this control by holding more than
50% of the shares/voting rights of the company

Reading a Annual Report 9/13/2018 20

 Section – 3 Directors Report
ANNEXURES TO DIRECTORS REPORT FORM No. MGT-9 (HOLDING, SUBSIDIARY AND ASSOCIATE
COMPANIES) – (Contd.)
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Associate Company
▪ The parent company (HUL) has significant influence over its associate companies
▪ Significant influence means the power to participate in the financial and operating policy
decisions of the associate companies but is not control or joint control of those policies
▪ The parent company gains this significant influence by holding more than 20%, but less than
50% of the shares/voting rights of the company

WHAT INFORMATION TO WATCH FOR?

- More the number of subsidiary companies, more the Related Party Transaction (RPT), which invites
investor’s scrutiny
- Investors to have be watchful if there are too many subsidiary

Reading a Annual Report 9/13/2018 21

 Section – 3 Directors Report
ANNEXURES TO DIRECTORS REPORT FORM No. MGT-9 (SHAREHOLDING PATTERN)
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▪ This portion of the annexure talks about what amount of share

is held by promoters and public.
▪ The public holding is further broken to more categories.
o Institution
❑ Mutual funds,
❑ Banks,
❑ insurance companies etc.
o Non-Institution
❑ Individual
❑ Others – NRI, Foreign Nationals Banks etc.

WHAT INFORMATION TO WATCH FOR?

- Promoter holding high? Greater than 50% is a healthy sign
- High amount of FII and Mutual fund holding is positive sign and a
reflection of confidence they have on these management
- Look for changes in % holdings between current and previous year

Reading a Annual Report 9/13/2018 22

 Section – 3 Directors Report
ANNEXURES TO DIRECTORS REPORT FORM No. MGT-9 (SHAREHOLDING PATTERN OF TOP TEN SHARE HOLDERS OTHER
THAN PROMOTERS)
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▪ This portion of annexures gives the details of

top 10 shareholders, other than promoters
and directors.
▪ These could have the name of FII, Mutual
Funds and some individual investors

WHAT INFORMATION TO WATCH FOR?

- For each of the shareholders check if they have increased or
decreased their holdings in the current year
- Increase is a positive sign, where the shareholders have increased
their stake
- But decrease may not necessarily be a negative sign. The decrease
could also be attributed to channeling the money by reducing their
holdings to other attractive opportunities available
- Decrease in many of these shareholders deserves investor’s attention

Reading a Annual Report 9/13/2018 23

 Section – 3 Directors Report
ANNEXURES TO DIRECTORS REPORT FORM No. MGT-9 (SHAREHOLDING PATTERN OF DIRECTORS)
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• This gives the details of holding of the

directors of the company

WHAT INFORMATION TO WATCH FOR?

- Directors or promoter are considered to be close to the
company and are more informed than the public. So a
increase (Compared to last year) in their holding in the
company can be seen as prosperous future.
- But decrease in their holding needs to be scrutinized
carefully. Because decrease need not necessarily be a
negative flag. The decrease could be due sale of their
stake for personal reasons.

Reading a Annual Report 9/13/2018 24

 Section 4 - Financial Statements
▪ The entire section is of great importance. These statements are the language that companies
use to communicate with the investors.
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▪ Financial statements in the annual reports are a window to company’s performance and health.
There are three financial statements…
Financial Statement Details
Balance sheet This is statement of Assets and liabilities which gives a visibility of what a company
owns and what it owes to others.
Income Statement This statement shows the profit (or loss) incurred by the company in that financial
year.
Cash flow statement This statement shows the different ways in which the cash comes in and goes out
from the company.
▪ Reviewing and analyzing these statement involve significant time with the need (or support) of
excel templates (or a calculator) to arrive at the necessary ratios. To get insights from trends
and calculated ratios, a investor must take notes of observations made from their study.
The study and analysis of a financial statement is a very vast topic that would stack up one subject in a semester. These are
not covered in this presentation. There are many materials available in open internet which discuss in depth about analyzing
and interpreting “Financial Statements”. Readers could please use them.

Reading a Annual Report 9/13/2018 25

 Section 5 - Notes
▪ Analysis of financial statements give 80% visibility of the company. Without analyzing the
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notes accompanying the financial statements, the analysis is never 100%.

▪ Notes are better explanations of the financial statement, which provide a breakdown of
every segment of in the financial statement.
▪ A investor must deep dive in the notes section and co-relate with numbers/trends found in
the financial statements.

A note may refer to another note.

Reading a Annual Report 9/13/2018 26

 Section 6 – Significant Accounting Policy
▪ This section could be labeled as “Summary of significant accounting
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policies,”.
▪ In the Annual reports of Indian Companies, this is a sub-section inside the
section ‘Notes’.
▪ The information contained in this section is significant and good enough to be
discussed as a separate section.
▪ This section describes how the company
recognizes revenue, records inventories, treats
installment or contract sales, expenses, its
marketing costs, states Tangible/Intangible assets
depreciation policy and accounts for the other
major aspects of its business.

Reading a Annual Report 9/13/2018 27

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RED FLAGS IN A ANNUAL REPORT

In this section, we discuss some of the red flags which a investor must look for when reading a annual report.

Reading a Annual Report 9/13/2018 28

 Watch out these aspects…
Companies spend a lot on Advertisement. Sometimes, it is much more than the employee related expenses.
Annual reports are one of the channels for advertisement about the company. The annual reports are
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designed to give a positive image about the company to its debtors, share holders, market regulators and
other stake holders. Investors must pay attention to some of the below aspects while reading annual reports.

 Watch out for AR that talks where Chairman talks about a very bright future, without talking about
specifics.
 Watch out for flash and bulky annual reports. The cost of printing might sometimes be very high. But
company does it to create a positive impact on the minds of readers.
 Watch for pages with board room pictures and close up of Chairman pictures.
 Watch for the MDA, where the board tries to take advantage of a development which was not because of
its skill. [E.g. A stock might run doubt and triple a year, because of the markets madness. Another good
example is gains due to currency fluctuations]
 Watch out how the chairman justifies lower profits or cash flows by using terms (new business model,
synergy and strategic!)
 Watch out for Chairman blaming a black swan (Unexpected one time event) event for the company's poor
performance. i.e. Global economic crisis. Does he/she talk about what is going to be done to avoid this in
future?
 Take more attention on mention of going global, mergers and acquisitions, risk neutral business model.

Reading a Annual Report 9/13/2018 29

 Avoid Pitfalls
When deep diving annual reports, take care of the following aspects to get more value and
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avoid pitfalls.

1. Read a Annual Report backwards: When you research a company’s financial reports,
start reading on the last page and slowly work your way toward the front. Anything that
the company doesn’t want you to find is buried in the back—which is precisely why you
should look there first.

2. Read Foot notes in Annual Reports: Foot notes in the annual reports are place to hide
some crucial information. Watch for disclosures about debt, stock options, loans to
customers, reserves against losses, and other “risk factors” that can take a big cut in
earnings.

3. Read Minimum 5 year Annual Reports: Many successful investors recommend to read
the past four to five years of a company’s annual report as part of your research. You will
then be able to see if they kept promises made in previous years, admit to mistakes, and
have a consistent message.
Reading a Annual Report 9/13/2018 30
 Avoid Pitfalls
4. Zoom in small font content: Investors must pay attention to contents which are
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indicated in smaller fonts. It is one of the trick to avoid our attention to crucial
information.

5. Be alert with numbers: In Annual report if the growth was positive then the
figures are expressed as percentage when compared to last year. But when the
growth was declining, it is indicated as whole numbers without reference to
previous years data.

E.g. (1) This year our sales increased by 14% when compared to last year and stood at 26.32
million (Used in a scenario when the sales increased)
(2) This year our sales was at 25.30 million (Used in a scenario when the sales
decreased)

Watch out for many such creativity when dealing with numbers in the Annual
reports.
Reading a Annual Report 9/13/2018 31
 Avoid Pitfalls
6. Compare changes: Compare two consecutive year annual reports for any changes.
A few samples….
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• Change in accountants – A VERY IMPORTANT FLAG TO BE ALERT

• Change in method of valuation of Inventory (i.e. LIFO to FIFO)
• Change in method of depreciation (Straight line method to Acceleration
depreciation method)
• Change in depreciation period (E.g. Last year assets could have been
depreciated over a period of 15 years. From this year, it could be depreciated at
20 years, there by boosting earnings).

7. Jargons and Vivid information: Annual reports reveal more about the company,
but also hide information to a great extend. This is achieved by use of carefully and
guarded words in the annual reports. Dishonest managements bury their past sins
and mistakes. Investors must carefully watch for excessive use of jargons and vivid
terminologies.
Reading a Annual Report 9/13/2018 32
 Jargons in Annual report
A portion from Suzlon FY2014 annual
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report for our exercise

The screen grabs and show in this and the

next slide is from
https://www.safalniveshak.com/advice-to-
ceos-plain-english/ (Blog by Mr. Vishal)

Kindly read this blog for more details.

9/13/2018
Reading a Annual Report33
 Jargons in Annual report (Contd.)
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9/13/2018 34
Reading a Annual Report
 Jargons in Annual report (Contd.)
• Comprehensive liability management – This could be written as ‘Repayment of
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debts’ which all can understand.

• Rebalancing - is one of the most misused word one would hear from the
CEO/Chairman of a company that has made blunders in the past and now wants to
get back on track (that’s the meaning of rebalancing)
• The word ‘Re-structuring’ too is used to hide past sins. This is most commonly in
context of selling out a non performing unit, which was brought (or created) in the
past based on the boards decision

Warning words:
• "Subject to...", "except for...“ – Indicate a outcome based on outcome of another
event
• Pro forma means perhaps.

The use of such jargons and vivid terminologies has been discussed in the past by different
investors in various forums. A few…
Reading a Annual Report 9/13/2018 35
 Jargons in Annual report
BENJAMIN GRAHAM
Among the things that should make your antennae twitch are technical terms like “capitalized,”
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“deferred,” and “restructuring”-and plain-English words signaling that the company has altered its
accounting practices, like “began,” “change,” and “however.” None of those words mean you
should not buy the stock, but all mean that you need to investigate further. – In his Book
“Intelligent Investor”

ASWATH DAMODARAN
Cautions on the use of the words. Control, Synergy, Brand Name, Strategic and China *

“I have a simple test, when I read a annual report, I count the number of times these words show
up. The more times these reports show up, the less substance the report is. Because this what a
company uses when they cannot come out with numbers or the reason for doing something.” –
Prof. Aswath Damodaran in his Google talks.

VISHAL KHANDELWAL
Back ward integration, diversification, eye balls, Synergy, Forward integration. – In his Video
lecture on reading annual reports.
Reading a Annual Report 9/13/2018 36
 Further learnings from Vishal Khandelwal
The slides and contents so far are only for basic understanding. For a in-depth understanding read the Annual report
review hosted at https://www.safalniveshak.com/ by Mr. Vishal. It has scanned copy of AR with his observations
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How to get them?

1. Go to the website and scroll 2. In the Archives page search with the key words “Annual”
down for the “Archives” Section

3. Read the blogs starting with title “Annual Report Review”

Reading a Annual Report 9/13/2018 37

 Further learnings from Vishal Khandelwal
VIDEOS
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Video series by Vishal Khandelwal (https://www.safalniveshak.com/)

https://www.youtube.com/watch?v=zC-PxAwbUPY - Reading an Annual Report
https://www.youtube.com/watch?v=sANzi5azyfM - Reading an Annual Report - Part 2
https://www.youtube.com/watch?v=1PsofYn3uos – Reading an Annual Report Part - 3
https://www.youtube.com/watch?v=K2na-3o8sto - Understanding Financial Statements - Part 1 (Safal
Niveshak Classroom)
https://www.youtube.com/watch?v=av_BhR4IIQY - How to Read a Balance Sheet - Part 1
https://www.youtube.com/watch?v=ZAag-LmhNdA – Balance Sheet
https://www.youtube.com/watch?v=7CPtrF0ntd4&t=14s – The art of reading Balance sheets

Reading a Annual Report 9/13/2018 38

 Further Reading
BOOKS TO READ
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Quality of Earnings by Thornton L. O'glove

ARTICLE

An Investor’s Guide to reading Annual Reports – Singapore Exchange

http://www.tuansing.com/Upload/Attachment/InvestorRelation/3/5/32/An%20Investor's%20Guide%20to%20Readi
ng%20Annual%20Reports.pdf

VIDEOS

https://www.youtube.com/watch?v=fTIOzRPOXsk - How to read an annual report with Karthik Rangappa

https://www.youtube.com/watch?v=0GTJ-NeFI3Q&t=577s - How to read annual report

https://www.youtube.com/watch?v=22_UGvJoikw&list=PLC6017C2FC3BE1239 – YouTube Channel with a set of 8

videos on reading Annual Report.

Reading a Annual Report 9/13/2018 39

 Good Luck in your
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reading & Investment

Journey

Please visit my landing page https://www.linkedin.com/pulse/my-notes-

compilation-value-investing-venkatesh-jayaraman/ for more such presentations,
notes and compilations on topics related to Personal finance and Value Investing.

Reading a Annual Report 9/13/2018 40