need help with the conclusion on these two companies GrainCorp Limited and Elders Limited from the information provided below.

GrainCorp Limitedis a food ingredients company established in Australia. Agribusiness and Processing are the two segments in which the company operates. Grain and oil supply chain business with diversified worldwide grains and oils is provided by the Agribusiness segment. Wheat, coarse grains (including barley, sorghum, and corn), oil seeds, pulses, and organics are among the commodities and products offered by the company's Agribusiness segment. The Processing sector operates a vertically integrated edible oil crushing, processing, manufacturing, and distribution business in Australia and New Zealand. In Victoria and Western Australia, the company operates two oil seed crushing facilities that generate canola oil and meal. It also has two processing factories in Victoria where it refines, bleaches, deodorizes, and blends edible fats and oils to make culinary ingredients. In addition to the United Kingdom, the Company has operations in Europe, Asia, and North America.

Elders Limitedis a firm that deals with agriculture. Seeds, greasy wool, animal health goods, agricultural chemicals, fertilizers, and general rural items are among the products it distributes and sells. It provides services such as animal management, wool handling, and grain price information. Elders also provides real estate services for rural properties, commercial farms, small and hobby farms, residential properties, lifestyle properties, and vacation rental properties. Animal health advice, production management solutions, and breeding services are also provided by the company. It provides agri-finance, insurance, rural banking, and financial planning services to farming and non-farming clientele in rural and regional areas. Australia, New Zealand, China, and Indonesia are all home to the company. The headquarters of Elders are located in Adelaide, South Australia, Australia.

GrainCorp Limited's Eight Corporate Governance Principles

The Corporate Governance Statement of GrainCorp Limited defines the governance framework that the Company's board of directors has established for all GrainCorp Group businesses. GrainCorp is committed to maintaining a high degree of corporate governance in its systems, procedures, and practices. To protect shareholder and other stakeholder interests, the Board believes that its governance framework gives clear advice on how authority is exercised and encourages a culture of compliance, ethical behavior, integrity, and respect.

Principle 1: Lay solid foundations for management and oversight

To create long-term shareholder value while taking into account the needs of other stakeholders. GrainCorp's Board of Directors offers governance and strategic leadership, as well as effective managerial oversight. GrainCorp's governance structure dictates and monitors growth targets and profit, also managing risk and taking into account the interests of

shareholders and other stakeholders. The Board was created to formalise the Board's authority, responsibilities, and processes. The Board's responsibilities in strategy and planning, budgeting, financial reporting, personnel and remuneration policies, risk management, governance, safety, health, and the environment, audit, compliance, and performance monitoring are all outlined in the Charter. The Charter is in accordance with GrainCorp's bylaws. During the reporting period, the Board entrusted every day administration of GrainCorp to the Managing director and chief executive officer, these two run GrainCorp in accordance with the Board's authorised plans, budgets, policies, and delegations. GrainCorp's strategic plans are implemented and managed by the Managing director and CEO, as well as a team of senior executives (Executive Team). The Managing director and chief executive officer present reports to the Board to ensure that it's kept up to date on all important issues. The Board of Directors and its Committees keep an eye on the Managing director and CEO's decisions and actions, as well as the company's overall performance.

Principle 2: Structure the Board to add value

The Constitution of GrainCorp contains provisions about the measure of Board of Directors, meetings, and the election, powers, and duties of Directors. Board aspires to have a diverse set of skills, experience, and knowledge to manage GrainCorp's activities. Minimum of four or 10 Directors are required by the Company's Constitution. The Board had five directors as of September 30, 2020: four non-executive directors and one executive director, who was the Managing director and chief executive officer. The Board considers GrainCorp's Non-executive Directors to be independent for the fiscal year ending September 30, 2020. The parameters for determining whether a Director has a relationship are outlined in the Board Charter with GrainCorp, which may, or may appear, obstruct independent decision-making. As their interests and other appointments arise, all Directors must notify the Chairman and Company Secretary. Each Director is responsible for determining whether or not he or she has a possible or actual conflict of interest in any item before the Board. A Register of Directors' Interests is kept by the company and is updated on a regular basis.

Principle 3: Act ethically and responsibly

GrainCorp has adopted a Code of Conduct (Code), which establishes a set of guiding principles for always acting honestly, with integrity, and fairly. The Company's Values, as described in the Code, establish a common ground for all employees. Directors, the Executive Team, and all staff should have a clear grasp of what is expected of them. The Company's Code of Conduct is posted on its website.

Principle 4: Safeguard integrity in financial reporting

The BAC and BRC were united after the Demerger to become the ARC. The ARC's role is to help the Board in carrying out its risk management, financial reporting, and internal control obligations. The ARC examines GrainCorp's financial reporting methods, internal control systems, and risk management, as well as the internal and external audit functions' process, coverage, performance, and independence. The ARC's responsibilities are outlined in its Charter. GrainCorp's external auditor, PricewaterhouseCoopers (PwC), has been in charge of reviewing and auditing the quarter and full-year financial statements and reports since 1998, in order to have an independent opinion that they are true and fair and comply with applicable accounting standards and regulations.

Principle 5: Make timely and balanced disclosure

GrainCorp strives to deliver excellent information to shareholders and other interested parties in a timely manner through financial reporting, the distribution of the Annual Report, and other market announcements and briefings.

GrainCorp is dedicated to the following goals: Ensuring that all significant matters involving GrainCorp are disclosed to its shareholders and other stakeholders in a timely and balanced manner; Adhering to the Corporations Act 2001, the ASX Listing Rules, and the Recommendations' continuing disclosure requirements; and Ensuring that all stakeholders have equitable and timely access to GrainCorp's publicly available information.

Principle 6: Respect the rights of shareholders

GrainCorp is committed to providing timely disclosure of all material matters affecting the company to its shareholders. GrainCorp encourages its shareholders to attend the Annual General Meeting of Shareholders, where they will hear presentations on the company's performance and outlook and have the opportunity to ask questions on GrainCorp's management, the annual audit, and resolutions put to the AGM. Explanatory notes about the resolutions to be put to the AGM are included. The Notice, along with the explanatory notes, is filed with the ASX and made available on the Company's website.

Principle 7: Recognise and manage risk

GrainCorp's risk management goal is to identify all material risks and, when possible and economically viable, implement actions to limit or otherwise manage the impact such risks may have on the company's operations. The Risk Management Framework and Policy (Risk Management Policy) of GrainCorp is mainly aligned with the Australian/New Zealand and International Standard on Risk Management: AS/NZS ISO 31000:2018 and applies to all GrainCorp companies. GrainCorp, like many businesses, is vulnerable to economic sustainability risk. From grain storage and accumulation to transportation and logistics to

product development and distribution to clients and end consumers, the Company operates across the whole supply chain and across different industries.

Principle 8: Remunerate fairly and responsibly

In addition to its nominations responsibilities, the Remuneration and Nominations Committee aids the Board in considering people, remuneration strategy, and associated issues within GrainCorp.

The RNC's job is to make sure that GrainCorp: Has remuneration policies and procedures that are aligned with the Company's strategic goals and people objectives, allowing it to recruit, motivate, and retain personnel at all levels; and Remunerates Executives and other employees fairly and responsibly, taking into account the Company's performance, the Executive's or employee's performance, and the broader pay environment.

Elders Limited Eight Corporate Governance Principles

Principle 1: Solid Foundations for Management and Oversight

The Elders Board of Directors (Board) has adopted a Board Charter that outlines the responsibilities that the Board has delegated to management and those that the Board has reserved for itself. On their website, you may find the Board Charter.

The Board Charter acknowledges the Directors' right to seek independent, competent advice on Elders' issues in order to help them fulfill their responsibilities as Directors. The Chief Executive Officer is in charge of Elders on a day-to-day basis, and he or she may delegate various functions to other staff. The CEO's performance is continually monitored by the Board, and Elders has detailed Delegations of Authority in place for the CEO and top management, which are reviewed annually. Senior executives are in charge of carrying out Elders' strategic plan and establishing the company's values and reinforcing its principles, as well as ensuring that operations are conducted in accordance with those values, the code of conduct, strategy, and budget as well as risk tolerance.

Principle 2: Board Structure for Value and Effectiveness

During the financial year, the Board convened 16 formal meetings and three informal Board briefings to navigate the business and its operating environment as a result of COVID-19. The Board has four standing committees: the Nomination and Prudential Committee, the Audit, Risk and Compliance Committee, the Remuneration and Human Resources Committee, and the Work Health and Safety Committee. These committees help the Board be more effective and spend more focused time on specific issues. Board Committee meetings are held at regular intervals throughout the year, with additional meetings called as needed to address issues of particular importance or to enhance the Board's effective operation. In general, they are prior to board meetings, a meeting is scheduled. The Board gets a report from the Committee Chairs on deliberations, conclusions, and recommendations following

each Committee meeting. Draft minutes are distributed to all Committee members for evaluation prior to approval. At the next Committee meeting, the Chair signs the approved minutes. Because all Non-Executive Directors are currently members of each Committee, Committee minutes are not provided separately in Board papers.

Principle 3: Lawful, Ethical and Responsible Culture

The way Elders does business is based on their basic beliefs. They instill the values that they require from all of their employees and directors. Every employee's actions contribute to Elders' culture, which in turn contributes to the company's long-term success and growth. The Board feels that the tone is established at the top and that it is important to maintain contact with senior management to ensure that their values are consistent with what we do in practice. Each element of Elders' corporate governance system is designed to inform and guide adherence to the company's principles. Their values includes: Integrity, Accountability, Teamwork, innovation, and Customer.

Principle 4: Integrity Safeguards for Corporate Reports

Elders has a combined Audit, Risk, and Compliance Committee with the goal of ensuring Elders' supervisory obligations. The Managing Director and CEO is invited to all Committee meetings and may participate in discussions, but he or she does not have voting powers. The Committee Charter requires that at least one member of the Committee must be a trained accountant or possess other financial experience and qualifications. The Audit, Risk, and Compliance Committee makes recommendations to the Board regarding the appropriate recording of net deferred tax assets, the adoption of financial statements, and dividends at each half and full year reporting period, based on its work completed throughout the year and specifically in relation to financial reporting.

Principle 5: Timely and Balanced Disclosures

The External Disclosure and Market Communications Policy of Elders is meant to ensure the timely and equal distribution of information, in accordance with continuous disclosure responsibilities, as well as effective communication tactics, so that the market for Elders' shares is fair and informed. The Elders' Disclosure Committee is in charge of determining whether or not material must be disclosed. The CEO, CFO, Company Secretary, and General Counsel are its members. The Committee will consult with the Elders' Chair as circumstances allow. The Disclosure Committee meets as needed to ensure that disclosures are accurate, timely, expressed clearly and objectively, and that no material information is overlooked.

Principle 6: Respect for Shareholder Rights

Elders uses a variety of methods to interact with its shareholders and investment markets, including the ASX announcements platform and its website. The CEO and CFO interact with the investing community and financial and business media on a regular basis as part of Elders' commitment to ensure stakeholder audiences have access to an informed and fair picture of the Company. Wherever possible, the Chair and other Non-Executive Directors

attend investor meetings. Results briefings, investor conferences, and 'one-on-one' meetings and conversations are all examples of stakeholder meetings.

Principle 7: Risk Management

Although the Board has ultimate responsibility for financial risk management processes, compliance with legal, regulatory, and internal policy requirements; and risk management programs, in particular how they aid risk identification, assessment, monitoring, and management, the Audit, Risk, and Compliance Committee has been delegated responsibility. The Audit, Risk, and Compliance Committee receives direct reports from the internal auditor. If a significant breach of risk-related policy or controls occurs, the incident and lessons gained from the occurrence are immediately reported to the Board. The Audit, Risk, and Compliance Committee is updated on risk changes and developing hazards on a regular basis by management.

Principle 8: Fair and Responsible Remuneration

Unless the Committee Chair or the Charter compel them not to attend for all or part of a meeting, the Managing Director and CEO and General Manager People and Culture are invited to all meetings. The Committee's responsibilities include reviewing and making recommendations to the Board regarding:

• appropriate policies and practices for remuneration arrangements for the CEO, Executive Management, the Company's employees generally and the Board itself
• employee share, options and rights schemes and other performance incentive programs
• superannuation arrangements
• human resources strategies, policies and procedures, including recruitment, retention, retirement and termination policies
• Executive Management succession planning
• policies regarding the workplace behaviour that Elders expects of its employees and Directors
• indicators of workplace culture
• polices concerning diversity and the equal treatment of all employees

The formulation of the financial reports are usually done following the guidelines of relevant accounting standards so systematic disclosures can be provided and proper comparisons can be made. In the case of GrainCorp Limited and Elders Limited, the following accounting standards are recognized which are used by both the companies and are stated in the annual reports of the business.

AASB 16 Leases: The annual report of GrainCorp Limited shows that the management considers that the rental income which the business generates is accounted for following the provisions stated under AASB 16. In the case of Elders ltd, the use of leases is quite consistent and therefore the balance sheet depicts lease liabilities for which AASB 16 is utilized and further the business has provided proper disclosures and more details than GrainCorp Limited (Graincorp.com.au. 2022).

AASB 15 Revenue from Contracts: The annual report for GrainCorp Limited shows that the management follows provisions of AASB 15 for reporting contractual; liability which arises due to deferred tax items and thereby such items are disclosed following AASB 15. In the case of Elders ltd, AASB 15 has just been adopted for reporting transactions from other operations and therefore it can be said that the standard serves different purposes (Investors.elderslimited.com. 2022)

AASB 9 Financial Instruments: The annual report for both the companies shows that AASB 9 is appropriately followed for recording financial derivative instruments and cash flow hedges so that foreign exchange risks can be avoided. Both the companies have provided appropriate disclosures in this respect as well.

AASB 116 Property, Plant and Equipment: The annual report for both the companies cover property, plant and equipment's and in order to appropriately undertake accounting

for them, AASB 116 is followed which also ensures that the assets are reported after considering depreciation and impairment charges.

AASB 102 Inventories: The annual report for both the companies show that proper inventory are maintained in the current assets section of the business. In order to ensure that proper reporting for the same is undertaken, inventories of the business are reported and proper disclosures are incorporated in the notes to accounts section of the financial report

Financial Performance of the Companies

The financial performance for the business of GrainCorp ltd and Elders ltd can be assessed by making comparisons between past years and current years financial statements. As per the income statement of GrainCorp ltd, the revenue of the business has improved from $ 3,660.9 million in 2020 to around $ 5,491.5 million in 2021. As the revenue of the business has improved so has the net profits of the company from past year which is a positive factor for the company. In the same manner (De Carvalho et al. 2016). The costs of sales for the business has also increased in 2021 as a direct result of increase in revenue. From the balance sheet, it can be seen that the business has improved its current asset as well as total asset position in 2021 which shows significant growth in the business (Lassala, Apetrei and Sapena 2017). The business has also kept its borrowing at the same level and also ensured that additional funds are raised by the means of equity. The cash flow statement for the company shows positive cash flow balance over the two years period and there is not much fluctuations s well.

In the case of Elders ltd, the income statement shows that the sales revenue for the business has improved in 2021 in comparison to previous year and this has also resulted in hike in the costs

of sales of the business. However, the hike in the costs is significantly more than it is expected and this has marginally reduced the profit margin of the business. In the case of balance sheet, total assets and equity has increased from the previous period. One of the positive aspect which can be identified for the business is that it has zero borrowings in 2021. The analysis of the cash flow statement appropriately shows that cash position of the business has declined slightly in 2021 in comparison to previous year which is due to the excessive cash outflows of the business (Pinto et al. 2017).

In an overall basis, the financial performance of GrainCorp ltd is better than Eledrs ltd especially in terms of profitability, liquidity and efficiency estimates. The management of Elders ltd needs to make improvements in their operations as soon as possible.

Market Capitalisation

The market capitalisation of Elders ltd is shown to be $ 2.63 billion while the market capitalization for GrainCorp ltd is shown to be $ 2.86 billion (finance.yahoo.com 2022). The market valuation of GrainCorp ltd is more than Elder ltd which is a clear sign that the market valuation of the former company is better (finance.yahoo.com 2022). The difference which exists between market valuation and book valuation is mainly due to factors like company's operating

model, its sector of the market, and the company's specific attributes. The valuation which is undertaken by the business is influenced by several other factors as well and therefore it is quite natural that some differences would exists between the book value and market value of shares.

Social and Environment requirements

In Australia, reporting on the social and environmental information of a company is not compulsory. However, there are many reasons as to why a company would want to share the information regarding their yearly social and environmental goals and achievements. The companies will still have to abide by their regular financial statutory requirements. Regarding the sustainability reporting of each company, there are 3 recommendations of the 10 principles that the ASX Council has stated that directly involve sustainability reporting. These 3 principles are: - Principle 3: Promote ethical and responsible decision making

- Principle 7: Recognise and Manage Risk

- Principle 10: Recognise the legitimate interest of stakeholders.

In both companies' cases they have taken these recommendations into account as they have both structured their sustainability reports. In terms of their environmental targets, Grain Corp Ltd had achieved the following for the year of 2021:

- Energy Management System trials undertaken at grain terminals at Port Kembla and Carrington

- Developed initial Energy Management Policy

- Commenced benchmarking to identify areas of focus for ISO50001 compliance

In terms of their social targets for the 2021, they had achieved include some of the following: - Launched a set of Flexible Working Guidelines and a Flexible Working Manager Guide

- Filled 40 per cent of vacant roles with women across the organisation

- 71 per cent of identified female talent took part in specialised development programs

This can be seen in their Sustainability report that they have made available to the public. For Elders, they have also made their information available in their sustainability report for 2021. In terms of their achievements regarding their environmental targets, they include: - In an effort to reduce the waste they use, 41,332 IBCs and chemical drums collected by branches and diverted from landfill.

- 100% renewable electricity in all Australian sites by 2025, so far, they have LED lighting installed at 203 sites and Solar panels installed at 23 sites

In terms of their social targets for 2021, these are some of what they achieved:

- Increased the representation of women in management positions across the organisation by 2, to 18%.

- Maintain the pipeline of female team leaders above 25% (Elders stated theirs was 35%)

- Employee engagement: 78% (up from 76%), Employee enablement: 79% (up from 76%), Employee effectiveness: 64% (up from 59%)

How would the proposed recommendations affect these two companies?

In regard to the recommendations that the Technical Readiness Working Group (TRWG) have provided as a consideration to the ISSB (International Sustainability Standards Board), it is now a draft under the IFRS being split into IFRS S1 and IFRS S2. In IFRS S1, there are 4 main areas that need to be considered when talking about the requirements that a company must disclose regarding their sustainability. The first area to be disclosed is Governance. This is where an entity shall disclose information about the governance body or bodies (which can include a board, committee or equivalent body charged with governance) with oversight of sustainability related risks and opportunities, and information about management's role in those processes (IFRS, 2022). The next area that an entity must report is Strategy. Here is where the entity must provide and address all the possible sustainable related risks to the business functions and outlining what each of them can do

to the business and how they can possibly prevent them. It leads on to the 3^rd area which is Risk Management. This is where the entity must identify, assess, and manage any of these risks. This is where shareholders and possible future stakeholders will get a grasp for the risk profile of the company as they will provide the processes involved in tackling their risks. Lastly is the area of Metrics and Targets. This is where the entity will provide any metrics it uses to manage and monitor sustainability-related risks and opportunities; and the metrics it uses to measure performance, including progress towards the targets it has set (IRFS, 2022)

How would the entities in question be affected by this? It would affect the way they would report and would have to add additional information to provide. However, it can be stated that having looked at the sustainability reports of each company, both already have most of the information they need to meet the requirements provided.

IFRS S2 is in the exact same format in terms of requirements as IFRS S1, but instead it conveys the requirements needed for climate related disclosures. How will this affect the 2 entities? As stated previously, they will need to provide the extra information that is needed to meet the certain requirements that have been provided. However, just like IFRS S1, both entities have already met most, if not all, the requirements in their sustainability reports. Also, since both IFRS S1 and S2 are drafts based on the recommendations of the TRWG as a consideration to ISSB, it should be noted that they can still be subject to change if there was a need for it.

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