Suggested background reading
Suggested background reading

Suggested background reading

​New AC members will want to review a number of corporate documents and background materials to help them get up to speed.

A new AC member will want to review a number of corporate documents and background materials early on, including:

Information about the company, with a financial reporting emphasis, including

  • Financial statement reports (Form 10-Q and 10-K) for the previous two years, as well as proxy statements and Form 8-Ks
  • Earnings releases and materials used for analysts’ calls for the past year or two
  • Recent comment letters from the Securities and Exchange Commission (SEC) and the company’s responses
  • The most recent “board book”
  • Bios of senior financial management (including internal audit (IA))
  • The company’s strategic plan and latest risk reports
  • Reports from management’s disclosure committee (if applicable)
  • Recent contingent liability (litigation) reports
  • Recent analyst reports on the company and the industry, as well as industry/competitor information prepared by management
  • Company’s Code of Conduct (or similar document)
  • Company’s hotline procedures, including process for monitoring complaints received and reporting to AC and/or full board

Information about the AC

  • AC charter
  • Minutes and pre-read materials from AC meetings for the past year or two
  • Materials about upcoming AC activities and meetings

IA materials

  • IA charter
  • Current-year audit plan

External audit materials

  • Current year’s external auditor engagement letter
  • Management letter (if applicable)
  • Recent reports from the external auditor
  • Summary of any non-audit services currently provided by auditor
  • Written communications between the AC and external auditors for the past two years
  • Summary of financial statements misstatements, including both corrected and uncorrected
  • differences, for the past two years
  • Summary of significant control deficiencies and material weaknesses, both remediated and unremediated, for the past two years

Additional resources and reading

Explore all topics in the Audit Committee Member Onboarding report

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