November's Must Reads
Publication Date: December 6, 2017

Each month, we will scour the web to bring you the news items and thought leadership pieces you need to get the governance advantage.

1. Preparing For Board Service: One Woman's Story – Boardroom Resources
Evette White, board member with Delta Dental of Tennessee, discusses the journey to her first board seat and outlines several best practices for other women and diverse candidates who are looking to do the same.

2. CEO Pay Ratio Planning: 10 Consensuses from Thought Leading Companies – The Conference Board
Jim Barrall, a senior fellow at The Conference Board Governance Center, discusses how companies are planning to comply with the CEO pay ratio rule, which will require companies to disclose the 2017 ratio of their CEOs' pay to that of their median employees in their 2018 proxy statements. His analysis is based on interactions with approximately 20 companies, as well as on many discussions with executive compensation lawyers and consultants.

3. 2018 Proxy Season: Five Ways to Improve Your Compensation Disclosure – Wachtell, Lipton, Rosen & Katz
This Wachtell, Lipton, Rosen & Katz article states that companies should take a fresh look at their compensation disclosure, including a review of the entire Compensation Discussion and Analysis for comprehensiveness, cohesion and consistency. The article also suggests ways to improve the effectiveness of their disclosure as a tool for investor communication, including a discussion of shareholder engagement and considerations for the upcoming initial pay ratio disclosures.

4. Corporate board structure in 2017 and beyond – Financier Worldwide
In this article, the author explains that Boards must be capable of displaying flexibility and dynamism to effectively protect shareholders' assets and deliver a return on investment. In order to achieve this goal, corporate boards must be appropriately structured.

5. Lessons Learned From SEC Comment Letters on the New Revenue Standard - Financial Executives International
FEI identified 21 companies that received comment letters from the SEC related to FASB's Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers, and summarized key observations and potential pitfalls to avoid during the adoption of ASC 606 and other new accounting standards. The standard is effective for all public entities for annual periods beginning after December 15, 2017 (January 1, 2018 for calendar year-end public entities). Preparers should take note of the areas the SEC questioned, and consider their own accounting policy decisions and disclosures in these potential areas.

6. Audit committee effectiveness – EY
This EY report highlights ways in which audit committees can be more effective, including questions for audit committees to consider at year-end.

7. Women Board Candidates: Going Beyond the CEO Title - Huffington Post
Janice Reals Ellig appeared on CNBC's Squawk Box to speak about the 4th biennial Women's Forum of New York, Breakfast of Corporate Champions where the challenges of gender diversity were discussed.

8. 11 top tools to assess, implement, and maintain GDPR compliance- CSO Online
The European Union's General Data Protection Regulation (GDPR) goes into effect in May 2018, which means that any organization doing business in or with the EU will have to comply with the new privacy law. This article summarizes what companies need to do to meet and maintain compliance with the requirements.

9. The Proxy Statement: 4 Best Practices for the 2018 Season – Boardroom Resources
Each year, Donnelley Financial Solutions publishes a comprehensive resource called the Guide to Effective Proxies, which organizes trends and best practices from the latest season of proxy statements. Several examples are discussed in this Boardroom Resources article.