Agenda for 'Second Annual Directors Workshop' - October 27, 2009 - SFU DowntownA confidential Workshop for Company Directors, CEOs and Accredited Investors |
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| Register here | ||
TIME |
SPEAKER |
TITLE AND CONTENT |
8:00 AM- |
Check-in (signing of simple confidentiality agreement) |
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8:30 AM- |
Bob Chaworth-Musters |
Welcome and Attendee Introductions |
Module 1 8:45 AM- |
Basil Peters |
The Challenges of Corporate Governance Today - Introduction to the workshopThe current challenges with board recruiting, retention, liability, time commitments and compensation. Why things changed so much in the past ten years. Are you up to speed on new director liabilities and strategies to protect yourself? When do young companies need a ‘real’ board? Are boards becoming less relevant, or less popular, today? |
Module 2 9:00 AM- |
Blair Horn Fasken Martineau |
Boards and ExitsWhat special steps should a board take when the company starts the process to be sold? Why is it never a good idea for the CEO to lead the exit? Are you and your board ready for a hostile takeover? Have you put protective measures in place? Are they legal? |
Module 3 9:30 AM- |
Basil Peters |
Board Time CommitmentsThe amount of time you must spend to fulfill your duties as a director has increased substantially. In high growth companies, boards should meet monthly and have more than one strategic retreat per year. Committee work has exploded. Boards should also meet without management and do self reviews. Learn how much time typical directors are devoting to board activities. |
Module 4 9:40 AM- |
Mike Volker |
Board Self and Peer ReviewIt’s now widely considered best practices for boards to do self and peer reviews. Learn how. |
Module 5 10:00 AM- |
Basil Peters |
Board CompositionWho are the best directors? Does every director have to make a meaningful investment? Is it OK to have more than one member of management on the board of a small company? What to do if the founders still have more than 51% of the votes. |
Module 6 10:20 AM- |
Mike Volker |
Board Conflicts of InterestWhere are conflicts of interest most likely to arise? Is it ever possible for someone owning preferred shares to sit on a board without creating a conflict? Is it a conflict if someone from an organization with a license to the company is on the board? Should the company lawyer be on the board? Is it ever OK for the CEO to also be the Chairman? What should boards know about the special conflicts that arise during an exit? |
10:30 AM- |
Coffee (20 minutes) |
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Module 7 10:50 AM- |
Steve Lukas Fasken Martineau |
Shareholder Agreements, Articles and BoardsWhat terms should be in the shareholders agreement, articles, etc. In what situations does the shareholders agreement supersedes the board or articles? How shareholders agreements can determine who is elected to the board. |
Module 8 11:20 AM- |
Don Safnuk Corporate Recruiters |
Board Recruiting and the Decision to JoinThe pool of experienced and qualified directors today is only one third to one quarter as large as it was in the late 1990s. What are best practices for recruiting directors? Should companies use 3rd party services to recruit directors? Who should lead the recruitment of new directors, the board or the CEO? |
Module 9 11:40 AM- |
Roger Gurr |
Director CompensationDirector risks and time commitments are increasing. The pool of available directors has dramatically decreased. The inevitable result has been a dramatic increase in director compensation. Recent surveys and case studies from local companies will be presented. Board compensations today may surprise you. Are you being compensated fairly? |
Module 10 12:10 PM- |
John Kidder Aprio |
Board Information ManagementTo ensure compliance, reduce liability and save director time, every company today should be using an electronic board information system. See an example of best practices and learn what your companies should be doing. |
12:30 PM- |
Lunch (45 minutes) |
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Module 11 1:15 PM- |
Sukesh Kumar KPMG |
Boards and Recent Accounting ChangesAn overview of what’s changed in the accounting world and how it affects directors. The future direction of GAAP - what directors need to know about choosing IFRS or private company GAAP. The differences between review engagements and audits. |
Module 12 1:45 PM- |
Richard Berrow Fasken Martineau |
Board Liabilities and D&O InsuranceLiabilities for directors continue to increase. We used to think it was safer to be on a large board where the management and legal teams would keep the board out of trouble - or to sit on small company boards where nobody was likely to sue the board. The first few years of this century showed us all what a fallacy those beliefs were. The good news is that there are new common sense practices that all directors should employ to reduce their personal liabilities and protect their assets. |
Module 13 2:15 PM- |
Don Safnuk Corporate Recruiters |
Changing the CEOHiring and firing the CEO is the board’s most important job, and the most difficult to get right. Why do you need to go through a prolonged recruiting process? Should founder CEO’s stay with the company in a different capacity, can it work? Should we recruit a CEO from the Valley? How much of your time it will take? Common mistakes and good practices. |
2:45 PM- |
Break (20 minutes) |
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Module 14 3:10 PM- |
Basil Peters |
How Bad Boards Kill Good CompaniesBoards are responsible for more corporate failures than CEOs. Why boards are more important than CEOs. Local case studies. Our confidential setting will allow our presenters to describe situations where good companies were literally killed by bad boards. |
Module 15 3:40 PM- |
Mike Volker |
How Boards Can Add More ValueBest practices and suggestions on how boards can add more value to companies. Mentoring. Improving Director - CEO communications. When do Directors help 'too much'? |
Module 16 4:10 PM- |
Dave Rowat |
Recommended ResourcesBooks, websites, education |
4:20 PM- |
Complete Evaluation Form & Questions |
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4:45 PM- |
Informal Networking |
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| Register Here | ||