20-F/A: Haleon plc Amends 20-F Filing to Clarify Auditor Change Details

Haleon plc files an amendment to its 2023 annual report to clarify details surrounding the change in certifying accountant, specifically regarding KPMG US declining re-election.

Summary

• Haleon plc filed Amendment No. 1 on Form 20-F/A to its annual report for the fiscal year ended December 31, 2023.
• The amendment clarifies the date on which KPMG US declined to stand for re-election as the company's principal accountants in respect of the US.
• It also includes a letter from KPMG US as required by Item 16F(a)(3) of Form 20-F.
• On April 20, 2023, Haleon shareholders approved the appointment of KPMG UK as its principal accountants for the financial year ending December 31, 2023, effective May 3, 2023.
• KPMG US declined to stand for re-election on October 12, 2022, when Haleon issued the request for proposal for the statutory and PCAOB audit tender for its fiscal year ending December 31, 2023.
• The decision to change principal accountants was approved by the Haleon plc Board on the recommendation of the company's Audit & Risk Committee.
• For the financial year ended December 31, 2022, and the subsequent interim period up to May 3, 2023, there were no disagreements with KPMG US on accounting principles, financial statement disclosure, or auditing scope.
• KPMG US's audit report on the consolidated financial statements of Haleon plc and subsidiaries as of and for the year ended December 31, 2022, did not contain any adverse opinion or disclaimer of opinion, nor was it qualified or modified.
• The company provided KPMG US with a copy of the disclosure and requested a letter addressed to the SEC stating whether or not it agrees with the disclosures.
• Haleon did not consult KPMG UK during the two most recent financial years ended December 31, 2022 and 2021, or in the subsequent interim period up to May 3, 2023, regarding accounting principles or any matter that was the subject of a disagreement or a reportable event.
• The amendment includes certifications from Brian McNamara, Chief Executive Officer, and Tobias Hestler, Chief Financial Officer, regarding the accuracy and compliance of the report.
• The amendment also includes a letter from KPMG US to the Securities and Exchange Commission regarding the change in certifying accountant.

Sentiment

Score: 7

Explanation: The document is primarily factual and addresses a procedural matter (change in auditors). The absence of disagreements with the previous auditor and the inclusion of certifications from key executives contribute to a neutral to slightly positive sentiment.

Positives

• The company is transparently addressing the change in certifying accountant.
• There were no disagreements with the previous auditor, KPMG US, on accounting principles or auditing scope.
• The audit report from KPMG US did not contain any adverse opinions or disclaimers.

Industry Context

Changes in auditors are not uncommon, but the circumstances surrounding the change, such as disagreements or reportable events, are closely scrutinized by investors and regulators. The clarification provided in this amendment helps ensure transparency and may mitigate potential concerns.

Comparison to Industry Standards

• The process of changing auditors, including the request for proposal and board approval, aligns with standard corporate governance practices.
• Disclosure of disagreements or reportable events with the former auditor is a regulatory requirement, ensuring transparency for investors.
• Comparable companies such as Unilever, P&G, and Nestle also undergo periodic auditor rotations and are subject to similar disclosure requirements.

Stakeholder Impact

• Shareholders receive clarification on the change in certifying accountant.
• The amendment ensures compliance with regulatory requirements.

Key Dates

Keywords

Haleon, KPMG, auditor, 20-F, accountant, financial statements, PCAOB, audit