7-Hour Program

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Overview

Why You Should Attend

This program will address key corporate governance issues faced by boards and principal board committees.  Public companies and their directors and officers face increasing responsibilities and risk of liability.  They are also under intense scrutiny and in at least some cases significant pressure from investors and regulators.  Changing investor expectations and increased investor willingness to seek or force change, through activist campaigns and other methods, have changed the environment in which directors and officers and their advisers operate.  These developments have been complicated by significant legal and regulatory changes, including evolving standards under Delaware law and SEC and other Federal developments in rulemaking and enforcement.  Corporate governance provides the framework within which directors and officers must operate in fulfilling their responsibilities.  In-house and outside advisers are called on both to provide day-to-day counseling and to address crisis situations in the corporate governance context. Join our expert faculty to gain an understanding of the fast-moving market, as well as the legal and regulatory developments that directors, officers and their advisers face, and to gain practical guidance as to how to address them. 

What You Will Learn About

  • Evolving standards for directors under Delaware law
  • Impact of SEC rules and enforcement developments
  • Preparing for investor scrutiny and pressure and the spectrum of responses
  • How to advise compensation committees in light of newSEC rules and intense attention to and criticism of executive compensation
  • Potential developments in theresponsibilities of audit committees, including disclosures to investors and evaluation of outside auditors, and the impact ofSEC and PCAOB activity
  • Practical tips for preparing for proxy season
  • What to do about proxy access
  • How to prepare directors for shareholder engagement
  • Ethics guidance on real world corporate governance situations

 Who Should Attend

This program is designed for experienced corporate and securities attorneys with responsibility for advising officers, directors and other senior company officials on their governance matters and issues, as well as for directors and officers themselves.

Credit Details