Transparency in Financial
Disclosure:
Beyond the Financial Crisis
William Lutz
Clarity 2010
Lisbon, 12 October 2010
Part I
An introduction, of sorts
The Premature Burial
Edgar Allan Poe
1844
What is the question?
The answers we get depend
on the questions we ask.
Different questions lead to
different answers.
How can we make high speed
trains stronger so passengers
will have a better chance of
surviving a crash?
How can we make passenger
airplanes safer so passengers
will have a better chance of
surviving a crash?
Part II
A list
Blogs widgets cell phones
HDTV Hulu digital cameras
DVR MySpace social media
Flip Face Book webcasts
MP3 You Tube spiders
...
Part III
Data, data everywhere
10-K filings by one company
1996 263 pages
1999 265 pages
2009 1,376 pages
“I read a few prospectuses for residential-mortgage-
backed securities – mortgages, thousands of
mortgages backing them, a...
A weekday edition of The New York
Times has more data than the
average person in 17th-century
England would encounter in a...
In 2006, companies used 301 forms
to file 740,995 copies of required
disclosure with the U.S. Securities
and Exchange Comm...
Part IV
What do you know?
What is information?
Information is that which
reduces uncertainty.
Claude Shannon and Warren Weaver, (The Mathematical
Theory of Communication...
Information is that which
leads to understanding.
That which is not information
is NOISE.
What is information to one
person may be noise to
another.
What is noise in one
context may be
information in another.
Information is created by
each user of data.
Data are facts.
Information is the meaning
that we assign to the facts.
Knowledge is using
information to accomplish a
task or achieve a goal.
Data →
Information →
Knowledge
London Underground - 1913
London Underground - 1932
London Underground - today
New York City Subway Map - today
Field 9 production increased by
10,000 barrels per week.
Profits increased 4.6%.
Interest expenses declined 3.2%.
What do ...
This is a financial statement from ca. 2270BCE.
The Library of Alexandria
Part V
A world of 1’s and 0’s
See Part II.
We are moving from a top-to-down
world to a bottom-to-up world.
Digital music: create your own albums
DVR: no...
Once you have reduced something
to 1’s and 0’s, you can do
anything you want with it.
And just about anything can be
digit...
Part VI
People are changing.
A 2005 study by the Consumer
Federation of America found
that
Over 70% between the ages of 18 to 44
61% between 45 to 54
4...
Part VII
What do investors want,
anyway?
What is the question?
It is NOT what information we
should require to be disclosed.
The question is, how do we provide
dat...
Part VIII
What is transparency
today?
Disclosure today is top down
and paper-driven in a bottom
up, digital world.
Too many investors are driving
a Model T in a...
New Premise
Transparency is data in a format
that investors can use to create
the information they want.
We should move from a paper-
based to an electronic-based
disclosure and data system.
It should provide investors with too...
Interlude 1
Data and capital have been reduced
to 1’s and 0’s.
Data and capital are boarderless.
They flow everywhere.
The...
Financial data is being standardized
with the merging of GAAP and
IFRS.
Data must be interactive.
Interlude 2
In 1946 0.005% of US households had
a TV
In 1962 90% had a TV
From 1997 to 2007, there were 97 cell
phones per...
1997 – 48,000 PCs manufactured
2001 – 125 million
2007 – 264 million
In 2009, North American wireless networks
carried about 17 petabytes every month,
equal to 1,700 Libraries of Congress.
By...
Number of apps for the iPhone:
250,000+
Number of apps for the Android
system:
70,000+
Around 1439 Gutenberg developed
moveable type.
By the end of the 15th century there were
217 printing presses in 6 countri...
Part IX
Ready or not,
the revolution is here.
The shift from paper and printing to digital
and electronic is as profound,
fundamental, and far-reaching as the shift
fro...
Interlude 3
The defendant says, and the SEC agrees,
that the information was disclosed in public
documents, yet the SEC ma...
“Disclosure isn’t disclosure if
it doesn’t communicate.”
Arthur Levitt, Chairman
U.S. Securities and Exchange
Commission
1...
Part X
A non-conclusion
What does all this mean?
What do we do?
Where are we going?
How do we get there?
And what does “this” and “there”
mean?
Transparency in Financial Disclosure Bill Lutz
Transparency in Financial Disclosure Bill Lutz
Transparency in Financial Disclosure Bill Lutz
Transparency in Financial Disclosure Bill Lutz
Transparency in Financial Disclosure Bill Lutz
Transparency in Financial Disclosure Bill Lutz
Transparency in Financial Disclosure Bill Lutz
Transparency in Financial Disclosure Bill Lutz
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Transparency in Financial Disclosure Bill Lutz

  1. 1. Transparency in Financial Disclosure: Beyond the Financial Crisis William Lutz Clarity 2010 Lisbon, 12 October 2010
  2. 2. Part I An introduction, of sorts
  3. 3. The Premature Burial Edgar Allan Poe 1844
  4. 4. What is the question? The answers we get depend on the questions we ask. Different questions lead to different answers.
  5. 5. How can we make high speed trains stronger so passengers will have a better chance of surviving a crash?
  6. 6. How can we make passenger airplanes safer so passengers will have a better chance of surviving a crash?
  7. 7. Part II A list
  8. 8. Blogs widgets cell phones HDTV Hulu digital cameras DVR MySpace social media Flip Face Book webcasts MP3 You Tube spiders iTunes Plaxo text messaging iPod LinkedIn video on demand iPhone Second Life streaming video Apps Wikipedia email WIFI Flicker SMS GPS Yahoo cloud computing Kindl Pandora cyberspace Bing Shazam crowdsourcing Wolfram Alpha Android Google Photoshop
  9. 9. Part III Data, data everywhere
  10. 10. 10-K filings by one company 1996 263 pages 1999 265 pages 2009 1,376 pages
  11. 11. “I read a few prospectuses for residential-mortgage- backed securities – mortgages, thousands of mortgages backing them, and then those all tranched into maybe 30 slices. You create a CDO by taking one of the lower tranches of that one and 50 others like it. Now if you’re going to understand that CDO, you’ve got 50-times-300 pages to read, it’s 15,000. If you take one of the lower tranches of the CDO and take 50 of those and create a CDO squared, you’re now up to 750,000 pages to read to understand one security.” Warren Buffett, Fortune Magazine, April 8, 2008.
  12. 12. A weekday edition of The New York Times has more data than the average person in 17th-century England would encounter in a lifetime. The Nov. 13, 1987 edition of The New York Times contained over 12,000,000 words and weighed 12 pounds.
  13. 13. In 2006, companies used 301 forms to file 740,995 copies of required disclosure with the U.S. Securities and Exchange Commission. Of these 301 forms,14 accounted for 77% of all filings.
  14. 14. Part IV What do you know?
  15. 15. What is information?
  16. 16. Information is that which reduces uncertainty. Claude Shannon and Warren Weaver, (The Mathematical Theory of Communication, 1949)
  17. 17. Information is that which leads to understanding. That which is not information is NOISE.
  18. 18. What is information to one person may be noise to another. What is noise in one context may be information in another.
  19. 19. Information is created by each user of data.
  20. 20. Data are facts. Information is the meaning that we assign to the facts.
  21. 21. Knowledge is using information to accomplish a task or achieve a goal.
  22. 22. Data → Information → Knowledge
  23. 23. London Underground - 1913
  24. 24. London Underground - 1932
  25. 25. London Underground - today
  26. 26. New York City Subway Map - today
  27. 27. Field 9 production increased by 10,000 barrels per week. Profits increased 4.6%. Interest expenses declined 3.2%. What do these mean? Answering this question produces information. Using that information produces knowledge.
  28. 28. This is a financial statement from ca. 2270BCE.
  29. 29. The Library of Alexandria
  30. 30. Part V A world of 1’s and 0’s
  31. 31. See Part II. We are moving from a top-to-down world to a bottom-to-up world. Digital music: create your own albums DVR: no scheduled television Netflik: movies when you want Pandora: create you own radio station
  32. 32. Once you have reduced something to 1’s and 0’s, you can do anything you want with it. And just about anything can be digitized. We are living in a user-created world.
  33. 33. Part VI People are changing.
  34. 34. A 2005 study by the Consumer Federation of America found that Over 70% between the ages of 18 to 44 61% between 45 to 54 45% between 55 to 64, and 24% of those over 65 use the Internet to carry out transactions.
  35. 35. Part VII What do investors want, anyway?
  36. 36. What is the question? It is NOT what information we should require to be disclosed. The question is, how do we provide data so investors can get the information they want?
  37. 37. Part VIII What is transparency today?
  38. 38. Disclosure today is top down and paper-driven in a bottom up, digital world. Too many investors are driving a Model T in a Formula One race.
  39. 39. New Premise Transparency is data in a format that investors can use to create the information they want.
  40. 40. We should move from a paper- based to an electronic-based disclosure and data system. It should provide investors with tools so they can use that data to create the information they want.
  41. 41. Interlude 1 Data and capital have been reduced to 1’s and 0’s. Data and capital are boarderless. They flow everywhere. The world capital markets now function as one market.
  42. 42. Financial data is being standardized with the merging of GAAP and IFRS. Data must be interactive.
  43. 43. Interlude 2 In 1946 0.005% of US households had a TV In 1962 90% had a TV From 1997 to 2007, there were 97 cell phones per 100 inhabitants in the developed world.
  44. 44. 1997 – 48,000 PCs manufactured 2001 – 125 million 2007 – 264 million
  45. 45. In 2009, North American wireless networks carried about 17 petabytes every month, equal to 1,700 Libraries of Congress. By 2014, this amount is projected to be 740 petabytes per month. A petabyte is one quadrillion (1,000,000,000,000,000) bytes.
  46. 46. Number of apps for the iPhone: 250,000+ Number of apps for the Android system: 70,000+
  47. 47. Around 1439 Gutenberg developed moveable type. By the end of the 15th century there were 217 printing presses in 6 countries. An estimated 8 million books were printed in the first 50 years.
  48. 48. Part IX Ready or not, the revolution is here.
  49. 49. The shift from paper and printing to digital and electronic is as profound, fundamental, and far-reaching as the shift from oral to print in the 15th century. It took about 100 years for society to absorb that change. The change today will be much quicker.
  50. 50. Interlude 3 The defendant says, and the SEC agrees, that the information was disclosed in public documents, yet the SEC maintains that this disclosure did not meet the legal requirements for disclosure. “The SEC says those documents were too obscure and difficult to understand to qualify as adequate disclosure.” The Wall Street Journal, September 3, 2010
  51. 51. “Disclosure isn’t disclosure if it doesn’t communicate.” Arthur Levitt, Chairman U.S. Securities and Exchange Commission 1993-2001
  52. 52. Part X A non-conclusion
  53. 53. What does all this mean? What do we do? Where are we going? How do we get there? And what does “this” and “there” mean?

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