Form 10-K: The Three-Billion-Dollar Bane?

04.04.2011
In the aggregate, it costs publicly traded companies more than $3.1 billion to prepare Form 10-K, the most extensive -- as well as expensive -- document required of them by the Securities and Exchange Commission. That equates to an average 2,102.9 hours per-company each year, according to estimates posted by the agency.

For many CFOs, it is sometimes the three-billion-dollar bane of their existence.

Both the size of typical 10-Ks, and the amount of time and money spent on them, have ballooned over the past several years, financial professionals say, driven by legal mandates such as Sarbanes-Oxley, greater disclosure demands by the standards-setting , and the ever-growing need to disclose more risk information to avoid lawsuits.

"Certainly the document has grown in length," says Loretta Cangialosi, Pfizer's senior vice president and controller, observing that the financial section of the pharmaceutical giant's 10-K has grown 10% to 15% over the past five years.

"Primarily, the regulators and the accounting standards" are driving this bulking-up process, she adds. "Financial instruments is an area where we see pages and pages of disclosures. They don't say much, but we have to put them in."

Regulations require that disclosures about pensions -- along with information about derivatives and fair value -- be provided on a "one-size-fits-all" basis for financial and non-financial companies. That adds to the thickness of the document, and decreases its usefulness to ordinary investors, in the view of many in corporate finance.