Rancho Palos Verdes,
2019-08-14 07:00 - 2019-08-16 15:15
NACD’s world-renowned Director Professionalism® foundation course in boardroom fundamentals will convene new and aspiring public company directors in beautiful Southern California.
Through panel discussions, case studies, and keynote presentations with experienced directors, you’ll benefit from real-world and real-time insights into board effectiveness and the evolving role of key committees in today's dynamic business environment.
Small-group peer exchanges will offer dynamic Q&A on the unique governance challenges and emerging issues facing public, private, and nonprofit boards—and ample time for networking.
Attending NACD Director Professionalism makes a strong statement to stakeholders about your dedication to the highest standards of director professionalism and begins your path toward NACD Governance Fellowship—The Gold Standard Director Credential®.
This comprehensive course provides a robust foundation in the fundamentals and leading practices essential to boardroom effectiveness in today's dynamic corporate governance environment. All course participants gain awareness of the board's core responsibilities and critical areas of director knowledge established in the NACD Director Education Framework.
- Learn from seasoned directors how to gear your unique skills, business knowledge, leadership capabilities, and breadth of experience to become a more strategic asset in the boardroom and position yourself for future board seats
- Prepare for board meetings with best practices for agenda setting, onboarding, executive sessions, and planning the board calendar, as well as techniques for healthy board dynamics
- Develop renewed insights on the most meaningful metrics for understanding and analyzing financial performance
- Understand the critical roles and expanding requirements of key board committees—Nominating and Governance, Compensation, and Audit—where the heavy lifting is done on the board
- Gain real-world insights for effective oversight of short-term and long-term strategy at different points in the company's lifecycle—from acquisitions and joint ventures to the IPO
- Deepen your understanding of the board's role in risk oversight and fiduciary responsibilities to address and limit director liability
- Increase the board's effectiveness in talent oversight and board/C-suite relationships, including CEO compensation and succession planning to information flow
- Practical tools for horizon and scenario planning emerging trends and disruptors, including cyber and technology, changing demographics, geopolitical shifts, and the latest developments on Capitol Hill
- Create a strong, effective, and proactive communications plan for investor and shareholder engagement during and outside of proxy season
Howard Brod Brownstein
President, The Brownstein Corp, NACD Philadelphia Chapter; Director
Merakey, P&F Industries, Inc.
Howard Brod Brownstein is president and founder of The Brownstein Corp., a nationally-known turnaround-management firm. Brownstein regularly serves as an independent director. He currently chairs the nominating and governance and the strategic planning and risk assessment committees of P&F Industries Inc., and serves on the board of Merakey. Previously, he was the audit chair of PICO Holdings Inc., and also sole board member of Betsey Johnson LLC. He chaired the audit committees of LMG2 LLC and Special Metals Corp., and served on the board of Magnatrax Corp. He has chaired the boards of the National Philanthropic Trust and a United Way agency, and was a director of a regional bank and a retail department store. He has published more than 80 articles, books, and chapters on turnaround management and corporate governance. Brownstein is an NACD Board Leadership Fellow and president of the NACD Philadelphia Chapter.
Charles M. Elson
John L. Weinberg Center for Corporate Governance, University of Delaware; Director, Encompass Health Corp.
Charles M. Elson is the Edgar S. Woolard Jr. Chair in Corporate Governance and the director of the John L. Weinberg Center for Corporate Governance at the University of Delaware. Elson previously served as a professor of law at Stetson University College of Law from 1990 to 2001. He is a member of the American Law Institute. Elson is vice chair of the ABA Business Law Section's committee on corporate governance and serves on the Standing Advisory Group of the PCAOB. He is a director of Circon, Sunbeam, Nuevo Energy, the Investor Responsibility Research Center, Alderwoods Group, AutoZone, Bob Evans Farms, and Encompass Health. He has been named to the NACD Directorship 100, among Treasury & Risk Management’s "100 most influential people in finance," as a top 10 governance "star" by Global Proxy Watch, and to Ethisphere's 100 Most Influential People in Business Ethics (2014). Elson is an NACD Board Leadership Fellow
Peckham Industries, EILEEN FISHER, Inc.; Independent Trustee, Pax World Funds, Pax Ellevate
D’Anne Hurd is a qualified financial expert and ESG/sustainability authority with more than two decades of experience serving on and consulting to boards of public, private, and family-owned companies. She recently joined the board of EILEEN FISHER Inc. as its first independent director and chairs its nominating and governance committee. Hurd also sits on the audit committee of Pax World Funds and Pax Ellevate Funds, chairs the audit committee of Peckham Industries Inc., and is serving a second term on the board of Camp Dudley. She was lead independent director for Hiperos, a cloud-based, software-as-a-service supply chain and third-party governance, risk, and compliance solutions provider. Hurd previously served on the boards of public companies in the technology, pharmaceuticals, and defense industries. Her business background includes roles as COO, CFO, and general counsel for six rapidly growing, Boston-based technology companies. Hurd is an NACD Board Leadership Fellow.
Chief Programming Officer
Erin Essenmacher serves as the chief programming officer for the National Association of Corporate Directors (NACD), responsible for the content curation, strategy, and execution of more than 60 virtual and brick-and-mortar education programs and events each year. Essenmacher is also an award-winning writer, director, and producer with nearly 20 years of experience in media production. She has written, directed, and produced films for PBS, the Discovery Channel, Animal Planet
, the History Channel, and Court TV, and she produced and co-wrote the critically acclaimed independent documentary, MINE
. Essenmacher currently serves on the board of EILEEN FISHER, Inc.
Risk Oversight Committee, E*TRADE Financial Corp.; Director, RiskLens
James C. Lam is the president of James Lam & Associates and a director and risk oversight committee chair of E*TRADE Financial. Lam is also a director and audit committee chair of RiskLens. He previously served as founder and president of ERisk, partner of Oliver Wyman, and chief risk officer of Fidelity Investments. Lam was named the inaugural “Risk Manager of the Year" by the Global Association of Risk Professionals (1997), to the “100 Most Influential People in Finance" by Treasury & Risk magazine (2005, 2006, and 2008), and to the NACD Directorship 100 (2017 and 2018). He is the author of several best-selling books. Lam’s latest book is Implementing Enterprise Risk Management
(2017). In addition to serving on NACD’s faculty, Lam is on the Carnegie Mellon University faculty for their Chief Risk Officer Executive Certification Program. Lam is an NACD Board Leadership Fellow.
Jennifer C. Wolfe
Founder & CEO
Dot Brand 360
Jennifer Wolfe is CEO of Dot Brand 360, a digital agency and registrar, and principal of Wolfe Board Advisors, where she consults with boards and C-suite executives on digital and cybersecurity trends. She was previously the managing partner of patent law firm, Wolfe, Sadler, Breen, Morasch & Colby, and the first female president of the Greater Cincinnati Venture Capital Association. Her highly acclaimed books—Digital in the Boardroom
(2016), Domain Names Rewired
(2013), and Brand Rewired
(2010)—have been endorsed by senior executives from Microsoft, Uber, Procter & Gamble, and the Motion Picture Association of America. She has written a regular column in Click Z
and Search Engine Watch about future digital trends and was named one of the top IP strategists in the world by IAM
magazine. She held leadership roles in ICANN, is part of the Direct Women Institute, and was an investor and director in technology start-ups. Wolfe is an NACD Governance Fellow.
Delta Control Group LLC; Director, Headquarters Consulting Group LLC, Zenia Business Services; Former Commissioner Mayor Pro Tem and Audit Committee Chair, Town of Holden Beach, NC
John Fletcher is managing director of Delta Control Group, an international consortium of board and management consultants. He serves on the boards of directors of Headquarters Consulting Group LLC, Delta Control Group, and Zenia Business Services. He was elected to the board of commissioners for Holden Beach, North Carolina—where he is mayor pro-tem of the board and chairs the audit committee—in 2015. Fletcher has served on the faculty of the U.S. Air Force Academy as a professor of economics and management. He was awarded the Bronze Star and Meritorious Service medals for military service in Vietnam. Fletcher retired as academic dean at Lake Forest Graduate School of Management in 1988. Fletcher is an NACD Governance Fellow.
Mary Beth Vitale
Chair, Risk and Technology Committee
GEHA; Co-Chair, Women Corporate Directors: Colorado Chapter
Mary Beth Vitale is a director of GEHA Inc. She was a director of CoBiz Financial Inc. She chaired the audit and nominating & governance committee as well as serving on the executive committee. CoBiz was sold at the end of 2018 to Bank of Oklahoma. She chairs GEHA's risk and technology committee, and serves on the executive committee. Previously, Vitale was lead director for Eye-Ris Inc. and on the board of Zynex Inc. She chaired Zynex' compensation committee and served on its audit committee. Vitale is a former chair and CEO of Westwind Media Inc. and a past director of both Intrado Inc. and RMI. She is a faculty member for NACD's Board Advisory Services. She is a past president and corporate officer of AT&T Inc. Vitale is a founding commissioner of the Colorado Governor's Commission on Science and Technology; a past president and COO of Rocky Mountain Internet; a past chair and founding member of NACD's Colorado Chapter; and a founding co-chair of the Greater Colorado Chapter of Women Corporate Directors. Vitale is an NACD Board Leadership Fellow and holds the cyber security oversight certificate.
PPG Industries, UnitedHealth Group, United Continental Holdings; President & CEO, The Directors' Council
Michele J. Hooper is president and CEO of the The Directors’ Council and a senior advisor at CamberView Partners. She is a director of PPG Industries, UnitedHealth Group Inc., and United Continental Holdings. She is a former director of the Center for Audit Quality, for which she chaired the working group on financial reporting fraud. She has also formerly served on the boards of Target Corp., Seagram Co., AstraZeneca PLC, Warner Music Group, DaVita Inc., and NACD. She is also the former president of NACD’s Chicago Chapter. Hooper is a member of the Smithsonian National Board, the Economic Club of Chicago, the Commercial Club, the Chicago Network, and the Committee of 200. Hooper was named “NACD Director of the Year” in 2017. Hooper is an NACD Board Leadership Fellow.
Lead Independent Director
Forrester Research Inc.; Director, Sakonnet Point Club; Managing Partner, Center for Leading Organizations
Robert Galford is the lead independent director of Forrester Research Inc., where he chairs the compensation and nominating committee. He is also on the board of directors of the Sakonnet Point Club and is an outside board advisor at Shepley Bulfinch, an architectural firm. Galford is a managing partner of the Center for Leading Organizations and a Leadership Fellow in Executive Education at Harvard University Graduate School of Design. He is the co-author of four books, The Trusted Advisor
, The Trusted Leader
, Your Leadership Legacy
, and Simple Sabotage
, along with numerous articles in Harvard Business Review
Spectra Group Ltd.; Senior Partner, The Howell Group LLC
Dr. Robert A. Howell is a faculty member for NACD, responsible for financial statement analysis instruction. He is a senior partner of The Howell Group LLC, and the former David T. McLaughlin D'54, T’55 Distinguished Visiting Professor of Business Administration, Tuck School of Business, Dartmouth. Dr. Howell previously held appointments at the International Institute for Management Development (IMD), Lausanne, Switzerland, The Thunderbird School of Global Management, New York University, and Harvard Business School.
Director, Board Services
Rochelle Campbell leads the National Association of Corporate Directors' (NACD) Board Recruitment practice. She has placed directors on corporate boards ranging from family-owned businesses to Fortune 500 companies and spanning a breadth of industries including construction, technology, energy, insurance, financial services, and global manufacturing. Eighty percent of NACD's placements in 2015 were diversity candidates. Campbell has advised more than 3,000 boards on leading governance practices and board composition. She also coaches more than 270 military flag and one- to four-star general officers, helping them to successfully transition their military experience into the private sector. Rochelle is a director of Child Steps International, an international nonprofit supporting children and communities in Liberia. She chairs their communications committee.
CEO & Founder, Women and Drones; Vice Chair, Special Olympics Illinois; Audit Committee Chair
Sharon Rossmark is the CEO of Women and Drones, the premier global platform featuring women who are disrupting, innovating, and shaping the future of the unmanned aerial systems industry. She is also a certified Part 107 remote drone pilot. In 2018, Women and Drones was listed as one of the “Top 100 Companies to Watch” in the drone industry by UAV Coach, a leading online-drone-education website. Rossmark is an international speaker, panelist, and facilitator on topics in the drones, board governance, and health care arenas. She has taken the stage to share her passion for drones at venues ranging from the National Air and Space Museum in Washington, DC, to the World of Drones Congress in Brisbane, Australia. Rossmark serves on the boards of Special Olympics Illinois and Board Source, and she is on the board of trustees at Illinois State University.
Steven R. Walker
General Counsel & Managing Director, Board Services Group, NACD; Director,
Governance Committee Chair, Objective Interface Systems; Advisory Board, ContractRoom
Steven R. Walker is general counsel of NACD and managing director of NACD’s Board Services Group. He leads the Board Advisory Services faculty in providing counsel to board leaders and C-suite executives on a wide range of strategic governance matters. Walker has served as a senior executive or general counsel to entities ranging from private equity backed corporations to the Fortune 100. Steve also served as an Attorney-Advisor to the U.S. Securities and Exchange Commission from 2001 to 2004. Walker is a frequent public speaker on the topics of board governance, performance, composition, and strategic influence. He currently sits on the boards of Objective Interface Systems Inc. and ContractRoom. He has served on the Orange Bowl Committee, the Association of Corporate Counsel–Michigan Chapter, and the Friends of the Gusman Center for the Performing Arts–Miami. Walker has been designated a Board Leadership and Governance Fellow by NACD.
CEO and Board Counsel
Bakewell & Co.; Author, Claiming Your Place at the Boardroom Table: The Essential Handbook for Excellence in Governance and Effective Directorship
; Director, FB Corp.
Thomas Bakewell has served on private company (retail, banking and manufacturing) and nonprofit boards (education and healthcare) including FB Corp., Bethesda Health Group, Grandpa’s Retail, Roto Metrics Rotary Dies, and Friendship Villages. Bakewell has led major engagements for boards and presidents nationwide in strategy, organizational transformation, and effective governance. He regularly provides financial and legal counsel to CEOs. Bakewell is the author of the book Claiming Your Place at the Boardroom Table: The Essential Handbook for Excellence in Governance and Effective Directorship
(McGraw-Hill October 2014). Bakewell is an NACD Board Leadership Fellow.
National Managing Partner, Deloitte Private Enterprises; Director, Wintthrop University, American Heart Association
Long Island Association
Mark Davis is the national managing partner of Deloitte Private Enterprises. Previously, Davis served as the managing partner of Deloitte’s Jericho, Long Island, location and as leader of Deloitte’s East Coast middle market audit practice. Davis is a trustee of Winthrop University Hospital and serves on the finance committee. He is vice chair of the American Heart Association of Long Island and a director of the Long Island Association. He is a founding member of the Executive Council of New York. Davis has been a frequent speaker at NASDAQ- and industry-sponsored events on topics that include “The Key to Completing an IPO” and “How to Successfully Transition to a Public Company.” Davis has received the Long Island Business News
’s “40 Under 40” Award and he received the American Heart Association of Long Island’s Corporate Leadership Award in June 2017.
Deloitte Consulting LLP
Tara Tays is a managing director in Deloitte Consulting LLP's National Compensation Strategies Practice. She has more than 20 years of compensation consulting experience. Tays has advised management and boards of directors on a wide range of compensation matters, including the design and implementation of annual incentive and long-term incentive plans, the review and development of internal compensation policies and procedures, the assessment of risk associated with incentive programs, and the design of employment agreements and change-in-control/severance arrangements. Tays has extensive knowledge of shareholders' and proxy-advisory firms' concerns with compensation programs. She is the lead consultant over the Domestic Stock Plan Design and Domestic Stock Plan Administration
surveys (cosponsored by Deloitte Consulting LLP and the National Association of Stock Plan Professionals), and has authored articles published in NACD Directorship
magazine, Practical Law
, and Deloitte's On the Board Agenda
Libby Sartain LLC
Libby Sartain is an independent director and advisor, working with companies on human resource issues or in advisory capacity. With more than 30 years of experience in human resources, she is also an author and frequent speaker, using her HR leadership and management experience at companies in technology, transportation and manufacturing. She led human resources at Yahoo! and Southwest Airlines during transformative periods. Both companies were among Fortune magazine’s “Best Places to Work” during her tenure. Sartain now serves on the board of directors of ManpowerGroup and Shutterfly and is the First Vice Chair of the Board of AARP. She is the former board chair of the Society for Human Resource Management and currently is Chair Elect of the SHRM Foundation Board. She formerly served on the board of Peet’s Coffee and Tea.
VP of Strategic Partnerships
Jacob Olcott is vice president of Communications and Government Affairs for BitSight, the standard in security ratings. He previously served as legal and policy advisor on cybersecurity issues to the US Senate Commerce Committee and the US House of Representatives Homeland Security Committee. Prior to BitSight, he advised Fortune 1000 executives on cybersecurity governance and technology issues. He also served as an adjunct professor at Georgetown University's Edmund A. Walsh School of Foreign Service where he taught a class on cybersecurity.
Colleen Birdnow Brown
Colleen Birdnow Brown has an outstanding track record as a media and technology CEO and extensive experience as a corporate director. During her tenure as director, president, and CEO of Fisher Communications, Brown was selected as the 2014 GAMCO Management Hall of Fame winner. Brown has served in the C-suite of Belo Corp, as president of broadcasting at Lee Enterprises, and as a president at Gannett. She began her career in finance and digital technology. Brown’s board service includes TrueBlue, Spark Networks, and Port Blakely. She was recognized by NACD as a Top 100 Director in the United States in 2017. Corporate Director magazine lists her as a Top 10 Corporate Director You Should Know and Seattle Business Journal
named her “Outstanding CEO” in 2014. In 2015, Brown founded Marca Global, an Inc. 5000 fastest growing technology company. She is an Aspen Institute Henry Crown Fellow.
100 Terranea Way
Rancho Palos Verdes,
NACD has reserved a block of guestrooms at the Terranea Resort at a group rate of $375/night, plus a $15 discounted a night resort fee and applicable taxes (10%). Mandatory maid gratitude of $4/ night and a one-time porterage fee of $10 per room also applies. Reservations can be made by calling the hotel at 55-476-3912 and reference “NACD” to receive the discounted rate. The rate will be available until July 22, 2019, or until sold out.
Program Level: Intermediate
Delivery Method: Group-Live
Prerequisites: Attendees must have an NACD membership and an in-depth understanding of corporate governance.
Advanced Preparation: Materials will be sent to all participants to read before the course.