8:30 – 9:15 AM
Breakfast and Registration
9:15 – 9:25 AM
David Chun, Chief Executive Officer, Equilar Inc.
9:25 – 10:15 AM
Catalyst for Change – How Investors are Voting on Directors
This session will shed light on key factors investors consider in voting decisions, including perceived director independence, level of expertise, compensation considerations, shareholder responsiveness, and over-boarding concerns. Panelists will also weigh in on diversity in the boardroom and why boards must address deficits in board composition to eliminate vulnerabilities and enhance the board’s value to shareholders.
Ann Mule, Associate Director of the John L. Weinberg Center for Corporate Governance, University of Delaware
Yumi Narita, Vice President, Corporate Governance & Responsible Investment, BlackRock
Aeisha Mastagni, Investment Officer, Corporate Governance, CalSTRS
Moderator: Cindy Fornelli, Executive Director, Center for Audit Quality
10:15 – 11:05 AM
Anatomy of a High-Performing Board
What makes a good board great? It starts with understanding the right mix of needed skills, but it is also about establishing the appropriate culture that drives engagement, collaboration and effective decision-making. In addition to weighing in on these cornerstones, panelists will also share experiences on best practices for creating a well-functioning board and committees, as well as how to establish a strong on-boarding process to quickly integrate new directors into the group.
CS Park, Director, Seagate Technology
James White, Director, Chairman & CEO, Jamba Inc., Director, DeVry Education Group
Moderator: Brian Holmen, Senior Executive Compensation Consultant, Hay Group
11:05 – 11:25 AM
11:25 – 12:15 PM
The Elephant in the Room – Evaluating Directors
As investors continue to emphasize the need for board refreshment, the board evaluation process plays a critical role in assessing whether or not your board composition aligns with your company’s long-term strategy. This panel will share perspectives on director tenure and retirement policies and the best processes for evaluating board performance and the performance of individual directors. Learn how to use the process to identify gaps in expertise and skill, along with the art of providing constructive feedback and removing poor directors.
Dan Cooperman, Director, Molina Healthcare; Of Counsel, DLA Piper; former SVP & General Counsel of Oracle Corporation (1997-2007) and Apple Inc. (2007-2009)
Joseph E. Griesedieck, Vice Chairman & Managing Director, Board & CEO Services, Korn Ferry
Linda Fayne Levinson, Non-Executive Chairman, Hertz; Director, Western Union, NCR, Jacob Engineering
Lopa Zielinski, SVP & Deputy Corporate Secretary, HSBC (formerly director of corporate governance, TIAA-Cref)
Moderator: Don Keller, Partner, PwC’s Center for Board Governance
12:15 – 1:05 PM
1:05 – 1:55 PM
Planning for the Future – Getting Board Succession Right
Many boards have historically addressed director succession on an as-needed basis when facing an impending vacancy. But, more proactive and thoughtful succession planning can ultimately improve the composition, agility and effectiveness of a board. This panel will share proven processes to improve board succession planning and director recruitment efforts, including taking a more strategic approach, leveraging peer networks, and working with search firms and other consultants.
Julie Daum, North American Board Practice Leader, Spencer Stuart
Susan Ness, Director, TEGNA (spinoff from Gannett Co.)
Caroline Tsay, Director, Rosetta Stone and Travelzoo
Moderator: TK Kerstetter, Host, Inside America’s Boardrooms; CEO, Boardroom Resources LLC
1:55 – 2:45 PM
Engaging Shareholders – Key Issues for 2016 Proxy Season
The spotlight on executive compensation, pay for performance, board refreshment, and proxy access isn’t going away. As you finalize your 2016 proxy statement, gain valuable tips on how to most effectively get your message across to investors on these and other key issues, as well as how to make the most out of proactive shareholder outreach efforts throughout the year.
Don Keller, Partner, PwC’s Center for Board Governance
Bob McCormick, Chief Policy Officer, Glass Lewis & Co.
Chad L. Norton, Senior Manager, Governance & Proxy, Capital Group
James Kim, Managing Director, Frederic W. Cook & Co.
Moderator: Ron Schneider, Director, Corporate Governance Services, RR Donnelley
2:45 – 4:00 PM