Module 1 – Accountability and Change

LocationDates
Niagara-on-the-Lake, ONSeptember 19-21, 2013
Niagara-on-the-Lake, ONJanuary 23-25, 2014
Niagara-on-the-Lake, ONApril 3-5, 2014
Niagara-on-the-Lake, ONSeptember 18-20, 2014

The Decision-Making Process

  • What are the constraints to board effectiveness?
  • What does “independence” mean and why is it important?
  • How can group decision-making be improved?

Governance Finally Defined!

  • How active should a board be, and which governance models and principles will ensure the optimal level of engagement?
  • What are the critical differences between ownership, stewardship, and management?
  • What are the roles, responsibilities, and accountabilities of board chairs and board committees?
  • What are the essential characteristics of an appropriate board culture?

Principles of Constructive Engagement

  • How do directors and board leaders engage with non-performers and board bullies constructively in challenging situations? (This is an interactive learning session that uses a professional actor in dialogue with volunteer participants.)

The Legal World of Directors

  • Understand the legal duties, fiduciary responsibility, and liabilities of the board and directors. Learn about effective strategies for protecting directors and officers.
  • Discuss legal cases that are shaping the future and discover the lessons learned.
  • Find out about the new board relationships with independent professional advisors.

Red Flags to Fraudulent Activity

  • Examine six common myths about insider trading.
  • Understand the fraud triangle.
  • Discuss a case study on market manipulation.

Communicating More Effectively Through Dialogue

  • Understand different forms of group communication/interaction.
  • Clarify dialogue versus debate in effective interaction.

In Summary

  • Discuss board and director independence. Learn how to contribute, encourage, and benefit from independent thought and effective dialogue.
  • Understand the roles, responsibilities, and accountabilities of the board as a whole—the chairperson, management, and committees.
  • Learn about the different models, theories, and principles of governance.
  • Understand the legal and fiduciary responsibilities of boards and directors and how to recognize red flags to fraudulent activities.

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