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DISCLAIMER
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5. MEET THE FACULTY
MODERATOR:
Kristi Daeda The Family Business Consulting Group
PANELISTS:
Ellen Griggs E. Ritter & Company/Evanston Capital Management/Market
Street Trust Company
Kelly LeCouvie The Family Business Consulting Group
Charlie Leichtweis Process Solutions Inc.
Jeremy Waitzman Sugar Felsenthal Grais & Helsinger
5
6. ABOUT THIS WEBINAR
Private company owners, including family businesses, ESOPs, and private equity owners, often have different
expectations for their boards than is common in publicly traded firms. Besides being much less encumbered by
regulatory compliance, many private firms are looking for a completely different kind of engagement from
directors. In companies with new boards, leaders and directors often struggle early on to determine the role of the
board and how to separate board responsibilities from those of ownership and management. In this webinar, the
audience will learn what companies are really looking for (or should be) from their boards, and the many ways that
boards contribute to private company success.
This webinar is delivered in Plain English, understandable to you even if you do not have a background in the
subject. It brings you into an engaging, even sometimes humorous, conversation designed to entertain as it teaches.
And, it is specifically designed to be viewed as a stand-alone webinar, meaning that you do not have to view the
other webinars in the series to get a lot out of it.
6
7. ABOUT THIS SERIES
More and more privately-held companies are exploring the benefits of effective corporate governance and, consequently, are
working towards formalizing board processes. This trend has been driven in part by the ever-increasing pressure that companies
face from foreign competitors and increasing government regulation. The demographic wave of the huge number of businesses
whose leadership is getting ready to retire and which, therefore must engage in succession planning is another significant factor.
Yet, many private companies delay implementing a more formalistic governance regime or simply do not understand they even
need it. This webinar series discusses various aspects of good governance in private companies. Applicable to owners, executives,
directors and their respective trusted advisors, this webinar series brings a variety of experiences and perspectives on the most
common questions around private company governance.
As with every Financial Poise Webinar, each episode is delivered in Plain English understandable to investors, business owners,
and executives without much background in these areas, yet is also valuable to attorneys, accountants, and other seasoned
professionals. And, as with every Financial Poise Webinar, each episode brings you into engaging, sometimes humorous,
conversations designed to entertain as it teaches. Each episode in the series is designed to be viewed independently of the other
episodes so that participants will enhance their knowledge of this area whether they attend one, some, or all episodes.
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8. Dates shown are premiere dates; all episodes will be available on demand after
their premiere date.
EPISODES IN THIS SERIES
EPISODE #1 The Role of the Board in a Private Company 6/4/2018
EPISODE #2 Building an Independent Board 7/16/2018
EPISODE #3 The Good, The Bad and the Ugly: Planning and 8/13/2018
Running Effective Board Meetings
EPISODE #4 The Effective Director 9/17/2018
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10. WHAT IS A BOARD OF DIRECTORS?
• Usually legally required
• Represents shareholders
• May consist of inside directors (shareholder, officer, management) and
outside directors (independent executives)
• Provides “insight” and “oversight”
• Structure is defined by the organization’s bylaws
• Typically has a formal nomination/election process
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 10
11. WHAT IS THE PURPOSE OF THE BOARD?
• To enhance the quality of strategic decisions
• To ensure the CEO is doing his/her job
• To ensure a strong succession plan is in place for continuity
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 11
12. PUBLIC COMPANY VS. PRIVATE
COMPANY: WHAT’S THE DIFFERENCE?
• Public companies
oFull disclosure of all financial records to the board
oResponsible for the hiring and firing of the CEO
oSubject to Sarbanes-Oxley and associated compliance requirements
• Private companies
oGet to decide what information they will share with the board
oNo say in the CEO as the CEO is usually a major shareholder of the
company
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 12
13. TYPES OF BOARDS
• Advisory Board
oCommon in private companies
oTypically a transitional structure
oMembers appointed
oInformal body that provides non-binding advice to management
oWork for the CEO - do not have the ability to hire/fire CEO
oCannot force management to take a specific action
oTypically no audit oversight
oDo not share the same liability and compliance costs of their Fiduciary
counterparts
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 13
14. TYPES OF BOARDS (con’t)
• Fiduciary Board
oRequired for public companies
oElected by the shareholders
oResponsibility to protect ALL shareholders
oTypically execute governance best practices (because they are liable if
they don’t)
oOversight/approval of strategic plan, budgets, major projects, and
policies
oMonitor the company’s financial structure and performance
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 14
15. TYPES OF BOARDS (con’t)
• Fiduciary Board (con’t)
oHire/fire/evaluate the CEO
oEvaluate other execs and family members - with consequences
oResponsible for oversight of succession
oComply with law
oEnsure the company’s compliance with the law
oInsiders versus independents
Source: Ellen Griggs, Panelist; Kelly LeCouvie, PhD, Panelist
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 15
16. WHAT IS FIDUCIARY RESPONSIBILITY?
• Duty of care
oOfficers and directors must exercise ordinary and reasonable care in
their duties
oThey must act in a manner which is in the best interest of the
company
oBoard members are protected from personal liability through “The
Business Judgement Rule” which states that when making a business
decision, the directors of a corporation acted on an informed basis, in
good faith and in honest belief that the action taken was in the best
interests of the company.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 16
17. WHAT IS FIDUCIARY RESPONSIBILITY?
(con’t)
• Duty of loyalty
oBoard members must give undivided allegiance to the company when
making decisions affecting the company, all personal interests must be
put aside
oBoard members must disclose all conflicts of interest and exclude
themselves from any discussion or vote in which they may have a
personal interest
• Duty of obedience
oAll board members must act in accordance with the company’s
governing documents such as, articles of incorporation and bylaws as
well as all applicable laws and regulations
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 17
18. ADDITIONAL OBLIGATIONS OF A
FIDUCIARY BOARD
• Audit committee reviews
• Analysis of outstanding lawsuits
• Whistleblowers
• Examination of corporate risk exposure
Source: Ellen Griggs, Panelist
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 18
19. WHY CHOOSE AN ADVISORY BOARD?
• They can focus on strategy and avoid liability and compliance constraints
associated with Fiduciary Boards, that being said, you should still hold your
Advisory Board to Fiduciary Board standards
• Advisory Boards have the benefit of choice
oThey can avoid defensive topics and focus instead on the offensive topics
such as:
1. Bringing in new customers
2. Expanding into new markets
3. Introducing new products
4. Attracting great talent
5. Increasing profitability
Source: Jeremy Waitzman, Panelist
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 19
20. COMMON SKILLS AND EXPERIENCES
SHAREHOLDERS LOOK FOR IN CANDIDATES
• Prior to an interview:
oBoard experience
oStrong financial literacy
oStrategic planning skills
oIndustry or related industry experience
oStrong leadership skills
oExperience with effecting change or significant growth within an
organization
oPrivate company experience
oA strong network
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 20
21. COMMON SKILLS AND EXPERIENCES
SHAREHOLDERS LOOK FOR IN CANDIDATES
(con’t)
• During an interview:
oStrong listening skills
oHigh ethical standards
oDecision making ability
oAppropriate management of “air time”
oA proclivity for inclusions
Adapted from: Creating a Harmonious Board by Kelly LeCouvie, PhD, Panelist
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 21
22. WHAT IT TAKES TO MAKE A BOARD
MEMBER SUCCESSFUL
• In depth knowledge of the business
• Ability to constructively challenge the executives
• Set strategies and hold the executives accountable
• Understanding that being a board member is not a side job, but a real
time investment
• Asking the right questions is often more important than having the
answers
oAsk open-ended questions. Don’t ask “Why?” “How?” is a better
formulation to activate positive thinking.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 22
23. WHAT IT TAKES TO MAKE A BOARD
MEMBER SUCCESSFUL (con’t)
oUnderstand the thinking. The best questions are often not automatic but
come from prepared effortful thought
oAsk follow-up questions. Avoid making statements after the initial question,
ask another question.
oEnjoy the silence. One can learn and contribute more than from someone
merely filling a gap.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 23
24. WHAT IT TAKES TO MAKE A BOARD
MEMBER SUCCESSFUL (con’t)
oLearn. A board member might not always have the answer, but others
might. A good board member may be able to help others think and
learn even though he/she is not the expert.
oA board member should take notes. This demonstrates respect and –
for many – helps give extra time for effortful thinking.
Source: Jeremy Waitzman, Panelist
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 24
25. SPECIFIC SKILL SET FOR A BOARD
MEMBER
• Preparation
oBeing well-prepared before every meeting is an obvious and absolute
prerequisite to be able to contribute and add value to the discussions.
Without spending a great deal of time reading and thinking about the
issues the company faces, a board member can neither formulate the
powerful questions nor constructively challenge the discussions.
• Punctuality
• Positivity
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 25
26. SPECIFIC SKILL SET FOR A BOARD
MEMBER (con’t)
• Respect
oAs a non-executive board member, the most effective contribution a
person can make is to help the executives excel. A director needs to
be self-confident and control his/her ego in a way that enables them to
listen and work in the team without engaging in the operational
activities.
• Good listener
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 26
27. SPECIFIC SKILL SET FOR A BOARD
MEMBER (con’t)
• Team player
oA person is not on the board to be liked or accepted and is often not
there for the money. Instead, the board member is there for the
owners’ and the executives’ sake – not their own.
• Honesty and transparency
• Responsiveness
• Loyalty
Source: Jeremy Waitzman, Panelist
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 27
28. BOARD MEMBER CONTRIBUTIONS
• Expertise
• Self discipline and accountability
• Objectivity
• Board experience
• Strategic Thinking
• Insight into key people, empathic counsel
• Network
• Professionalizes behavior
Adapted from Building a Successful Family Business Board by
Pendergast, Brun de Pontet and Ward
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 28
29. COMMON ITEMS THAT CAN HINDER A
BOARD
• Lack of clarity on the roles of individual directors and the board as a
whole. Role ambiguity slows decision-making and causes unnecessary
director conflicts.
• Poor Process management hinders effective board preparation, meeting
management, and communications. This results in indecisiveness and a
lack of urgency on critical challenges facing the organization.
• Lack of alignment and agreement on company strategy causes
disinterest among board members, who then simply default to tackling
regulatory and compliance issues. Poor strategic alignment also hampers
a board’s ability to prioritize issues and set their near-term agendas. This
often causes board disruption and sends damaging signals to financial
markets.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 29
30. COMMON ITEMS THAT CAN HINDER A
BOARD (con’t)
• Poor team dynamics fracture boards and lead to power struggles. Like
any effective working group, a board should be comprised of
professional peers who respect and work well with each other.
• Board composition is a serious impediment, if not done right. Today’s
challenges require new perspectives and skills. But boards often lack the
ability to objectively evaluate their makeup to determine if they have the
right people and skills at the table.
Source: Jeremy Waitzman, Panelist
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 30
31. SAMPLE BOARD AGENDA
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 31
ABC Company
123 Main St.
Anytown, USA 12345
AGENDA
January 1, 2016
Time: 9:00 am
Location:
Company Corporate Office
123 Main St. Suite A
Anytown, USA 12345
I. Call to Order
II. Approval of the Agenda
III. Approval of the Minutes
IV. Reports
1. Executive Director
2. Finance Director
3. Nominating Committee
4. Governance Committee
5. Public Relations
Committee
V. Old Business
1. Board nominations
2. Contract negotiations
VI. New Business
1. Special Event
VII. Comments and Announcements
VIII. Adjournment
Next meeting date August 1, 2018
Source: Jeremy Barlow. www.boardeffect.com/blog/role-of-the-board-chair
32. THE ROLE OF THE CHAIR
• Lead and guide the rest of the board
• Direct liaison between the board and management
oWorks with CEO on board meeting agendas
Facilitate board meetings and guide committee work
oWith the CEO the chair recommends committee chairs and serves as
an e-x-officio member of all committees
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 32
33. THE ROLE OF THE CHAIR (con’t)
• Upholds and addresses rules of conduct
• Recruits and develops new board members
• Conducts self-evaluations
• Plans for succession
Source: Jeremy Barlow. www.boardeffect.com/blog/role-of-the-board-chair
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 33
34. SAMPLE: ROLES OF OWNERS
VERSUS DIRECTORS VERSUS
MANAGEMENT IN A FAMILY
BUSINESS
D = Decide I = Input
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 34
Source: Kelly LeCouvie,
PhD, Panelist, The
Family Business
Consulting Group
35. COMMON BOARD COMMITTEES
• Audit
• Compensation
• Governance and Nominating
• Finance
• Technology and Innovation
• Executive
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 35
36. SAMPLE COMMITTEE RESPONSIBILITIES
• Audit Committee:
oRecommend and review selection of outside auditors.
oAssure the efficient completion of internal and external audits.
oReview and approve annual internal and external audit procedures,
including the methodology and areas of audit and revisions to the
annual report.
oReview and approve accounting, legal, and financial policies.
oEnsure methods are in place for identifying and investigating potential
fraud.
oReview financial statements before they are presented to the full
board.
oEnsure shareholders receive adequate financial information from the
Company.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 36
37. SAMPLE COMMITTEE RESPONSIBILITIES
(con’t)
• Compensation Committee:
oSupervise the design and implementation of policies related to
compensation, performance evaluation, employee development, and
retirement.
oApprove the personal development plans for senior-level executives.
oApprove annual salary increases for senior-level executives.
oConduct a formal performance evaluation of the CEO.
oReview performance evaluations of senior-level executives.
oOversee the development of succession plans for senior-level
management.
oPropose programs for professional development for shareholders.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 37
38. SAMPLE COMMITTEE RESPONSIBILITIES
(con’t)
• Governance Committee:
oIdentify and recommend independent director candidates.
oRecommend candidates for board officer positions and board
committee membership.
oDevelop a succession plan for the board chair.
oMake recommendations to the shareholder assembly of appropriate
compensation levels for board members.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 38
39. SAMPLE COMMITTEE RESPONSIBILITIES
(con’t)
• Governance Committee (con’t)
oCoordinate the annual board-evaluation process.
oDevelop and recommend long-term board goals for approval by the
full board.
oEnsure that all committees have established objectives and charters.
oOversee the board orientation process for new board members.
oAssure that a code of ethics guides business and director conduct.
Adapted from: The Chair Forum, The Family Business Consulting Group
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 39
40. VALUE OF INDEPENDENT DIRECTORS ON
A BOARD
• Increase professionalism/decrease conflict in the board room
• Lead contentious/confidential matters such as performance
management and compensation
• Bring just-in-time strategic knowledge
• Mentor for key management/successors
• Knowledge of practices in other leading firms
• Challenge assumptions
• Encourage board discourse to stay at strategic/oversight level rather than
in operations
Source: Kristi Daeda, The Family Business Consulting Group, Moderator
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 40
41. THE NON-STRATEGIC VALUE OF NEW
DIRECTORS
Much attention is given to the strategic advantages of strong directors on your
board. Yet, in addition to traditional benefits, there are often many unexpected
contributions that are just as important as the strategic input directors provide
in the boardroom. These can include:
• Meeting preparedness: Directors tend to increase their preparation process
when new directors are added to the board. The CEO is likely to think
more deeply about the kind of preparation required for new directors to
succeed.
• Board education: Incumbent directors may be prompted to become more
educated about roles and responsibilities of good directors. It may lead to
more formality and sophistication around board function.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 41
42. THE NON-STRATEGIC VALUE OF NEW
DIRECTORS (con’t)
• Mentorship and leadership development: Directors often become mentors
or confidantes to the CEO and other stakeholders.
• Strong board culture: Good directors possess attributes that help facilitate
group cohesion. New directors may cause inside directors to be instinctively
on their best behavior. Skilled directors will work hard to manage
dissension.
Adapted from: “The Non-Strategic Value of Directors” by Kelly LeCouvie,
PhD, Panelist. The Family Business Advisor published by The Family
Business Consulting Group.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 42
43. ADDING INDEPENDENTS
INCREASES BOARD VALUE
FOR LEADERSHIP
• Percentage of a sample of
family-owned business CEOs
rating their board as effective
based on involvement of
independent directors.
Source: Building a Successful
Family Business Board, by
Pendergast, Ward and Brun de
Pontet, The Family Business
Consulting Group
44. THE PROSPECTUS: A TOOL FOR ATTRACTING
AND SELECTING THE RIGHT INDEPENDENT
DIRECTORS
Desired traits of directors are often captured in a prospectus, a document that includes
a “job description” of a director as well as background information on the company
and desired traits and experience. A prospectus should include:
• Overview
• History and Company Profile
• Description of Current Board Structure
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 44
45. THE PROSPECTUS: A TOOL FOR ATTRACTING
AND SELECTING THE RIGHT INDEPENDENT
DIRECTORS (con’t)
• Director Expectations & Responsibilities
• Compensation & Terms
• Desired Director Profile
• Overview of Selection Process
Source: Kristi Daeda, The Family Business Consulting Group,
Moderator
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 45
46. EFFECTIVE BOARD FACILITATION
CHECKLIST
How well do I:
• Observe and participate in group processes simultaneously,
contributing on content level while influencing process?
• Manage the discussion – initiating, focusing, closing?
• Pace the group’s work?
• Encourage, balance and maintain participation and cooperation?
• Reinforce effective interpersonal and professional behaviors?
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 46
47. EFFECTIVE BOARD FACILITATION
CHECKLIST (con’t)
• Push to consensus?
• Manage conflicts?
• Ensure clarity of decisions and follow through?
Source: Adapted from The Chair Forum, The Family Business Consulting
Group
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 47
48. OUTLINE OF BOARD BACKGROUND BOOK
Helping Directors Prepare: The Board Background Book
Directors depend on the chair to get the information they need to do their job
well. One effective way to accomplish that is with a board background book. The
board background book is a comprehensive, professionally presented summary of
important information about the business.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 48
49. OUTLINE OF BOARD BACKGROUND BOOK
(con’t)
Contents:
1. Mission Statement, History and Strategy
2. Who’s Who (Org Chart, Sharehoders, Officers, Key Advisors, etc.)
3. Biographies (Key executives and Directors)
4. Competitors, Vendors & Customers
5. Financial Information
6. Audit & Estate Valuation
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 49
50. OUTLINE OF BOARD BACKGROUND
BOOK (con’t)
7. Articles, Bylaws, Indemnification
8. Other Information (Union status, Insurance coverage, Asset appraisals,
Real estate, etc.)
9. Board Schedule and Agenda
Adapted from: Building a Successful Family Business Board: A Guide for
Leaders, Directors & Families by J. Pendergast, J. Ward, S. Brun de Pontet.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 50
51. GETTING THE MOST OUT OF YOUR BOARD
Finding the right board members is important, but it’s only half the battle. To get
the most out of your board, you have to give board members a meaningful role and
set up meetings so that they can contribute. To take advantage of all the board has
to offer:
• Clearly outline your expectations of board members
• Educate them on your business.
• Empower the board.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 51
52. GETTING THE MOST OUT OF YOUR
BOARD (con’t)
• Set a meaningful board agenda.
• Provide exposure to key management members.
• Establish a communication channel between owners and outside board
members.
• Evaluate board performance.
Adapted from: “Getting the Most Out of Your Board” by
Jennifer M. Pendergast, The Family Business Advisor,
published by The Family Business Consulting Group.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 52
53. PLANNING YOUR BOARD’S CALENDAR:
SAMPLE QUARTERLY THEMES
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 53
Source: Kelly LeCouvie, PhD, Panelist
54. ABOUT THE FACULTY
Kristi leads a variety of practice areas for The Family Business Consulting Group including the firm's
governance and board search practice, family business education, support for publications such as The
Family Business Advisor and the firm's collection of family business books, strategic partnerships, and
branding and communications efforts. She also moderates the firm's popular series of webinar
discussions on family business topics.
Prior to joining FBCG, Kristi led sales, purchasing, marketing and IT for a family owned e-commerce
retail company. She also spent five years as founder and president of a consultancy focused on
marketing and branding. Kristi is a member of the Family Firm Institute, where she has contributed to
the online publication The Practitioner and volunteered in planning its international conference. She is
also on the Chicago Chapter board of the Private Directors Association and serves as co-chair for the
education committee. She lives with her husband, two children and dog in the suburbs of Chicago.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 54
KRISTI DAEDA
daeda@thefbcg.com
55. ABOUT THE FACULTY
Ellen Griggs is an inspiring and talented financial services professional and independent board director
whose leadership has an impact on the for–profit and nonprofit organizations she serves. Recognized
among the top transformative executives in the field and an expert in global asset management, Ellen
delivers a 360-degree perspective joined with honed expertise in strategy, governance, and executive
compensation. Currently, she sits on the board of E. Ritter & Company, a family-owned Agribusiness
and Telecommunications company where she plays a vital role as a member of the Compensation and
Governance Committees. Additionally, Ellen is a Director on the Evanston Capital Management
Board, an alternative investment management firm. As the firm’s only independent Director, she sits
an all board committees. Ellen serves as Chair of the Compensation Committee and member of the
Investment and Nominating/Governance Committees of Market Street Trust Company, a New York
State private trust company. Finally, from 2012 to 2014 she served on the Advisory Board of
InvestorForce, Inc., an MSCI company.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 55
ELLEN GRIGGS
ewgriggs55@gmail.com
56. ABOUT THE FACULTY
Kelly LeCouvie is a senior consultant with The Family Business Consulting Group, and works primarily
in two areas of governance: corporate governance, which includes the development and assessment of
corporate boards; and family governance, which includes the development of structures within the
family that facilitate effective and sustainable decision making across generations. She has worked with
clients in multiple industries based in North and South America, Europe, Asia, the Middle East and the
Caribbean.
Kelly has worked in an advisory capacity with her family’s 60 year-old logistics company, and has
personally experienced the joys and challenges of family members working together. Prior to returning
to school to obtain her Ph.D., she founded and managed a securities business in Toronto for several
years.
Kelly received an undergraduate degree in Economics, an MBA in finance, and a Ph.D. in
Organization Behavior. As a faculty member at the Schulich School of Business, York University, Kelly
teaches strategy. She is the author and co-author of three books, two on family business. She and her
husband live in Toronto Canada, enjoy travelling and spending time with family.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 56
KELLY LE COUVIE
lecouvie@thefbcg.com
57. ABOUT THE FACULTY
Charlie has over 30 years of Global, Strategic, Operational, and Financial leadership experience with a
record of success in helping organizations achieve sustainable profitable growth. He is President at
Process Solutions Inc. a business consultancy that specializes in Helping Companies With the
HOW™ to create sustainable profitable growth. Prior to that Charlie was a Partner with Phoenix
Strategic Advisors. He has held a number of C Suite roles including, CEO and President of The
Testor Corporation, COO of North American Wholesale Group of Blyth Inc., CFO of Rand McNally
Book Services, and CFO and Comptroller of Rust-Oleum.
Charlie has significant experience in strategy development and execution, alignment of strategy with
process, leading global sourcing and operations, business transformation, driving growth, and creating a
culture of continuous improvement. His deep international experience includes managing sourcing
and manufacturing organizations in North America, China, Southeast Asia, and Europe and he
maintains business relationships in those areas of the world. Charlie has also served Boards in a
number of capacities and is currently on the Board of multiple companies.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 57
CHARLIE LEICHTWEIS
processsolutionsinc1@gmail.com
58. ABOUT THE FACULTY
Jeremy Waitzman advises his clients on significant transactions and operational issues in their businesses.
Described by clients as “an essential business advisor” and “a partner in the success of my business,” Jeremy
has substantial experience representing businesses of all types and sizes from inception, guiding them through
significant growth, and often through ownership’s exit. His clients include privately-held middle market and
emerging growth companies, family offices/funds, investors, C-level executives, boards of directors, family-
owned businesses and entrepreneurs. Jeremy counsels clients in the areas of corporate law, mergers &
acquisitions, private placements, and general contract law. He represents individuals, closely held businesses,
start-up companies and serves as outside counsel to several large corporations. His work with companies often
includes strategies for the creation of enterprise value.
Having trained as a corporate and M&A deal attorney at a large law firm, Jeremy's experience is transactions-
intensive and expansive. His work includes business and capital structure, mergers and acquisitions,
indemnification, private equity and venture capital, private placements and securities offerings, investor rights
and preferences, licensing and subscription agreements, intellectual property protection, customer agreements
and T&C’s, joint ventures, distribution and supply, executive employment, management equity and incentive
compensation, corporate governance including board and advisory boards, and corporate contracts and
agreements including enforcement.
© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™ 58
JEREMY WAITZMAN
jwaitzman@sfgh.com
59. The material in this presentation is for general educational purposes only. It has been
prepared primarily for attorneys and accountants for use in the pursuit of their
continuing legal education and continuing professional education.
While Financial Poise is happy to make this PowerPoint freely available to all, the
reader is cautioned that it was created for use as part of a webinar that featured an
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IMPORTANT NOTES
59© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™
60. If you have any questions about this webinar that you did
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60© 2018 by DailyDAC, LLC d/b/a Financial Poise Webinars™
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63. About Financial Poise™
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