Running a productive and energized board meeting takes time and effort. Harnessing the expertise of board members while meeting the needs of the company is a balance that must be continually recalibrated by the board and company leadership. In this session, we will cover the process to achieve effective board practices ranging from board meeting formulation and preparation, board meeting execution and facilitation, and post-board meeting follow-up. The social aspects of a board will also be discussed – how to create engagement, teamwork, and camaraderie among board members to maximize their contribution. With boards charged with a company’s most important strategic matters, no company can afford to waste valuable meeting time.
To view the accompanying webinar, go to: https://www.financialpoise.com/financial-poise-webinars/the-effective-board-2021/
The Effective Board (Series: Board of Directors Boot Camp 2020) Financial Poise
All of us have had experiences of meetings that were painful to participate in. Lack of preparation, ineffective facilitation, or inability to move decisions forward can all lead to an ineffective board. With boards charged with a company’s most important strategic matters, no company can afford to waste valuable meeting time. In this discussion, we share practices that happen in real boardrooms that help equip directors to participate and lead to energized and productive debate that feeds the company’s success.
To listen to this webinar on-demand, go to: https://www.financialpoise.com/financial-poise-webinars/the-effective-board-2020/
The Effective Director (Series: Board of Directors Boot Camp 2020) Financial Poise
While we think of a board as a functioning entity, much of the success of the board relies on the individual behavior of its directors. During this program, we talk about some of the productive and problematic behavior that can show up in the boardroom, and the effect that it can have on board effectiveness. We look at what’s expected of directors from ownership and management, and share examples of the ways that a highly effective director can help to meet or exceed those expectations and make a meaningful contribution to the company’s success.
To listen to this webinar on-demand, go to: https://www.financialpoise.com/financial-poise-webinars/the-effective-director-2020/
Presentation on Governance of nonprofit in CSO Partners Workshop "Opportunities in Challenging Times - A Workshop for NGOs" held on September 14-15, 2009 at Secunderabad
Manage to lead - board development and operations v2IntelliVen
These slides present a framework for boards that make clear the difference between a Board of Directors and a Board of Advisors as well as how to set up and get the most from each.
The Company Secretary: Building trust through governance, was undertaken in collaboration with ICSA to examine the unique role of the company secretary, exploring what it takes to perform the role effectively and how a company secretary can become a highly valued contributing member of the board.
Over 200 people, including company secretaries, chairmen, NEDs and CEOs shared their thoughts and experience in the course of the project, and represented a range of board-level views from FTSE, SME and private, not-for-profit and public sector organisations.
The majority of respondents surveyed agree that the role of the company secretary is an important and unique function. However, many company secretaries suggest their role is largely taken for granted and often improperly utilised.
The key findings of this study illustrate how high-performing company secretaries ultimately help build trust, which results in good governance. Many company secretaries acknowledge that their individual discretion, freedom of choice, personal morals and ethics are important in positively impacting corporate judgement. Other respondents note how effectiveness is achieved through more than fixed administrative capabilities or technical knowledge. Respondents to the study highlight the role’s need for continuous engagement, using interpersonal skills to craft effective relationships. These capabilities evolve in a manner that constantly tests a company secretary’s understanding and often results in the critical appraisal of other board members’ roles.
The Effective Board (Series: Board of Directors Boot Camp 2020) Financial Poise
All of us have had experiences of meetings that were painful to participate in. Lack of preparation, ineffective facilitation, or inability to move decisions forward can all lead to an ineffective board. With boards charged with a company’s most important strategic matters, no company can afford to waste valuable meeting time. In this discussion, we share practices that happen in real boardrooms that help equip directors to participate and lead to energized and productive debate that feeds the company’s success.
To listen to this webinar on-demand, go to: https://www.financialpoise.com/financial-poise-webinars/the-effective-board-2020/
The Effective Director (Series: Board of Directors Boot Camp 2020) Financial Poise
While we think of a board as a functioning entity, much of the success of the board relies on the individual behavior of its directors. During this program, we talk about some of the productive and problematic behavior that can show up in the boardroom, and the effect that it can have on board effectiveness. We look at what’s expected of directors from ownership and management, and share examples of the ways that a highly effective director can help to meet or exceed those expectations and make a meaningful contribution to the company’s success.
To listen to this webinar on-demand, go to: https://www.financialpoise.com/financial-poise-webinars/the-effective-director-2020/
Presentation on Governance of nonprofit in CSO Partners Workshop "Opportunities in Challenging Times - A Workshop for NGOs" held on September 14-15, 2009 at Secunderabad
Manage to lead - board development and operations v2IntelliVen
These slides present a framework for boards that make clear the difference between a Board of Directors and a Board of Advisors as well as how to set up and get the most from each.
The Company Secretary: Building trust through governance, was undertaken in collaboration with ICSA to examine the unique role of the company secretary, exploring what it takes to perform the role effectively and how a company secretary can become a highly valued contributing member of the board.
Over 200 people, including company secretaries, chairmen, NEDs and CEOs shared their thoughts and experience in the course of the project, and represented a range of board-level views from FTSE, SME and private, not-for-profit and public sector organisations.
The majority of respondents surveyed agree that the role of the company secretary is an important and unique function. However, many company secretaries suggest their role is largely taken for granted and often improperly utilised.
The key findings of this study illustrate how high-performing company secretaries ultimately help build trust, which results in good governance. Many company secretaries acknowledge that their individual discretion, freedom of choice, personal morals and ethics are important in positively impacting corporate judgement. Other respondents note how effectiveness is achieved through more than fixed administrative capabilities or technical knowledge. Respondents to the study highlight the role’s need for continuous engagement, using interpersonal skills to craft effective relationships. These capabilities evolve in a manner that constantly tests a company secretary’s understanding and often results in the critical appraisal of other board members’ roles.
Part 3 of our Intro to Nonprofit Strategic Restructuring series discusses the memo of understanding, due diligence, and the preparation of legal materials.
Whether you are considering forming a board or want to enhance existing governance practices, understanding the role of the board and expectations of directors is an essential ingredient to successful, value-added governance in private companies. Company leaders and board directors often struggle 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. We will cover the definition of a board, typical expectations of a director, board oversight vs. management responsibilities, and many other basics of board formation and operation.
Part of the webinar series: Board of Directors Boot Camp 2021.
See more at https://www.financialpoise.com/webinars/
Looking for an alternative to a long & costly fight in the Family Court? Mediation can be a faster & lower cost pathway to a resolution with your former partner. This guide explains what is involved with mediation.
S&A Knowledge Series - Budget & budgetary controlsDhruv Seth
In continuation of our knowledge series please find attached an update on "Budgets and Budgetary Controls".
In light of the current humanitarian and possible economic turmoil, it becomes imperative for us to have an effective budget and controls for the same. This would ensure we stick to our expenses envisaged at the start of the year and exercise great control over our costs.
Running a productive and energized board meeting takes time and effort. Harnessing the expertise of board members while meeting the needs of the company is a balance that must be continually recalibrated by the board and company leadership. In this session, we will cover the process to achieve effective board practices ranging from board meeting formulation and preparation, board meeting execution and facilitation, and post-board meeting follow-up. The social aspects of a board will also be discussed – how to create engagement, teamwork, and camaraderie among board members to maximize their contribution. With boards charged with a company’s most important strategic matters, no company can afford to waste valuable meeting time.
Part of the webinar series:
BOARD OF DIRECTORS BOOT CAMP 2022
See more at https://www.financialpoise.com/webinars/
The success of the board relies on the individual contribution, expertise, and behavior of its directors. During this program, we talk about the role of the director, the critical attributes of a strong director, the role of the Board and Committee chairs, and common opportunities and challenges for boards and board members. Through sharing examples from our expert group of panelists, we look at what is expected of directors from ownership and management to help highly effective directors meet or exceed those expectations and make a meaningful contribution to the company’s success.
Part of the webinar series:
BOARD OF DIRECTORS BOOT CAMP 2022
See more at https://www.financialpoise.com/webinars/
The success of the board relies on the individual contribution, expertise, and behavior of its directors. During this program, we talk about the role of the director, the critical attributes of a strong director, the role of the Board and Committee chairs, and common opportunities and challenges for boards and board members. Through sharing examples from our expert group of panelists, we look at what is expected of directors from ownership and management to help highly effective directors meet or exceed those expectations and make a meaningful contribution to the company’s success.
Part of the webinar series: Board of Directors Boot Camp 2021.
See more at https://www.financialpoise.com/webinars/
Roles & Responsibilities: A Primer (Series: Board of Directors Boot Camp 2020...Financial Poise
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.
To listen to this webinar on-demand, go to: https://www.financialpoise.com/financial-poise-webinars/roles-responsibilities-a-primer-2020/
Whether you are considering forming a board or want to enhance existing governance practices, understanding the role of the board and expectations of directors is an essential ingredient to successful, value-added governance in private companies. Company leaders and board directors often struggle 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. We will cover the definition of a board, typical expectations of a director, board oversight vs. management responsibilities, and many other basics of board formation and operation.
Part of the webinar series:
BOARD OF DIRECTORS BOOT CAMP 2022
See more at https://www.financialpoise.com/webinars/
Part 3 of our Intro to Nonprofit Strategic Restructuring series discusses the memo of understanding, due diligence, and the preparation of legal materials.
Whether you are considering forming a board or want to enhance existing governance practices, understanding the role of the board and expectations of directors is an essential ingredient to successful, value-added governance in private companies. Company leaders and board directors often struggle 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. We will cover the definition of a board, typical expectations of a director, board oversight vs. management responsibilities, and many other basics of board formation and operation.
Part of the webinar series: Board of Directors Boot Camp 2021.
See more at https://www.financialpoise.com/webinars/
Looking for an alternative to a long & costly fight in the Family Court? Mediation can be a faster & lower cost pathway to a resolution with your former partner. This guide explains what is involved with mediation.
S&A Knowledge Series - Budget & budgetary controlsDhruv Seth
In continuation of our knowledge series please find attached an update on "Budgets and Budgetary Controls".
In light of the current humanitarian and possible economic turmoil, it becomes imperative for us to have an effective budget and controls for the same. This would ensure we stick to our expenses envisaged at the start of the year and exercise great control over our costs.
Running a productive and energized board meeting takes time and effort. Harnessing the expertise of board members while meeting the needs of the company is a balance that must be continually recalibrated by the board and company leadership. In this session, we will cover the process to achieve effective board practices ranging from board meeting formulation and preparation, board meeting execution and facilitation, and post-board meeting follow-up. The social aspects of a board will also be discussed – how to create engagement, teamwork, and camaraderie among board members to maximize their contribution. With boards charged with a company’s most important strategic matters, no company can afford to waste valuable meeting time.
Part of the webinar series:
BOARD OF DIRECTORS BOOT CAMP 2022
See more at https://www.financialpoise.com/webinars/
The success of the board relies on the individual contribution, expertise, and behavior of its directors. During this program, we talk about the role of the director, the critical attributes of a strong director, the role of the Board and Committee chairs, and common opportunities and challenges for boards and board members. Through sharing examples from our expert group of panelists, we look at what is expected of directors from ownership and management to help highly effective directors meet or exceed those expectations and make a meaningful contribution to the company’s success.
Part of the webinar series:
BOARD OF DIRECTORS BOOT CAMP 2022
See more at https://www.financialpoise.com/webinars/
The success of the board relies on the individual contribution, expertise, and behavior of its directors. During this program, we talk about the role of the director, the critical attributes of a strong director, the role of the Board and Committee chairs, and common opportunities and challenges for boards and board members. Through sharing examples from our expert group of panelists, we look at what is expected of directors from ownership and management to help highly effective directors meet or exceed those expectations and make a meaningful contribution to the company’s success.
Part of the webinar series: Board of Directors Boot Camp 2021.
See more at https://www.financialpoise.com/webinars/
Roles & Responsibilities: A Primer (Series: Board of Directors Boot Camp 2020...Financial Poise
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.
To listen to this webinar on-demand, go to: https://www.financialpoise.com/financial-poise-webinars/roles-responsibilities-a-primer-2020/
Whether you are considering forming a board or want to enhance existing governance practices, understanding the role of the board and expectations of directors is an essential ingredient to successful, value-added governance in private companies. Company leaders and board directors often struggle 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. We will cover the definition of a board, typical expectations of a director, board oversight vs. management responsibilities, and many other basics of board formation and operation.
Part of the webinar series:
BOARD OF DIRECTORS BOOT CAMP 2022
See more at https://www.financialpoise.com/webinars/
Whether you are considering forming a board or want to enhance existing governance practices, understanding the role of the board and expectations of directors is an essential ingredient to successful, value-added governance in private companies. Company leaders and board directors often struggle 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. We will cover the definition of a board, typical expectations of a director, board oversight vs. management responsibilities, and many other basics of board formation and operation.
Part of the webinar series: Board of Directors Boot Camp 2022
See more at https://www.financialpoise.com/webinars/
Good minuting is deceptively difficult and time consuming. ICSA's guidance for minute-takers provides up-to-date expert advice about all aspects of the process.
Attendees joined Peter Swabey FCIS, ICSA Policy and Research Director, to hear more about the principles and practice of successful minute taking, and the consultation that informed the guidance.
IP-301 POST-GRANT REVIEW TRIALS 2022 - Things to Consider Before You FileFinancial Poise
This segment will delve into considerations that come into play when filing or responding to post-grant review proceedings. These considerations include issues of real party in interest, timing, and substantive arguments.
Part of the webinar series: IP-301 POST-GRANT REVIEW TRIALS 2022
See more at https://www.financialpoise.com/webinars/
This segment will discuss the statutory and procedural background of post-grant review proceedings. It will discuss the types of proceedings available and provide a high-level discussion of how the proceedings are conducted.
Part of the webinar series:
IP-301 POST-GRANT REVIEW TRIALS 2022
See more at https://www.financialpoise.com/webinars/
THE NUTS & BOLTS OF BANKRUPTCY LAW 2022: The Nuts & Bolts of a First Day HearingFinancial Poise
Even when a bankruptcy petition is the result of a soft-landing rather than a freefall, filing a chapter 11 petition is a disruptive event. To facilitate the debtor’s entry into chapter 11 with as little disruption as possible, first day motions are filed to ensure that a debtor-in-possession can minimize interruptions and continue operating its business in order to achieve its goals in chapter 11. This webinar provides an overview of the administrative and operational first day motions typically filed by chapter 11 debtors and the process for requesting a first day hearing, providing notice of the hearing, and ensuring that the hearing runs smoothly.
Part of the webinar series: THE NUTS & BOLTS OF BANKRUPTCY LAW 2022
See more at https://www.financialpoise.com/webinars/
RESTRUCTURING, INSOLVENCY & TROUBLED COMPANIES 2022: Bad Debtor Owes Me Money!Financial Poise
Sometimes it begins when a client, tenant, or customer starts to slow-pay, with the result that your accounts receivable start to accrue gradually. Other times the issue presents itself more suddenly. Either way, you find your company owed a great deal of money that looks like it may not be collected because your client/tenant/customer has filed bankruptcy, has commenced an assignment for the benefit of creditors, has been put into receivership, or is otherwise just plain insolvent. What do you do? What should you not do? The topics discussed in this webinar include the pros and cons of putting a counterparty into involuntary bankruptcy; when and how you may be able to pursue third parties (like guarantors, directors, or officers) for the amount owed; risks related to preference attack; pros and cons of sitting on a “creditors’ committee” in a Chapter 11; how to negotiate for “critical vendor” protection in Chapter 11; and practical guidance for continuing to provide goods or services to an insolvent counterparty.
Part of the webinar series: RESTRUCTURING, INSOLVENCY & TROUBLED COMPANIES 2022
See more at https://www.financialpoise.com/webinars/
We’ve all long heard about writing practices to avoid, including run-on sentences, excessive passive voice, and nominalization. This webinar not only discusses how those habits can damage briefs, but also explores a key habit brief-writers should embrace: using strong, precise verbs, which are the engine of a persuasive sentence. Panelists also exchange views about finding the most persuasive voice and tone, as well as the right temperature for rhetoric.
Part of the webinar series: PERSUASIVE BRIEF WRITING 2022
See more at https://www.financialpoise.com/webinars/
CYBER SECURITY and DATA PRIVACY 2022: Data Breach Response - Before and After...Financial Poise
You’ve received the dreaded call that your company has just suffered a data breach – what do you do next? Who do you call for help? What notification obligations do you have?
With proper preparation, you can mitigate the damage caused by this unfortunate event and put your business in a position to recover. Your company may have already implemented its information security program and identified the responsible parties, including applicable outside experts, to be contacted in the event of a breach. However, now you must call up your incident response team to investigate the extent of the breach, evaluate the possible damage to your company, and determine whether you must notify your clients, customers, or the public of the breach. This webinar will help prepare you to take action when the worst happens.
Part of the webinar series:
CYBER SECURITY and DATA PRIVACY 2022
See more at https://www.financialpoise.com/webinars/
CYBER SECURITY and DATA PRIVACY 2022_How to Build and Implement your Company'...Financial Poise
Data is one of your business’s most valuable assets and requires protection like any other asset. How can you protect your data from unauthorized access or inadvertent disclosure?
An information security program is designed to protect the confidentiality, integrity, and availability of your company’s data and information technology assets. Federal, state, or international law may also require your business to have an information security program in place.
This webinar will provide the basics of how to create and implement an information security program, beginning with identifying your incident response team, putting applicable insurance policies into place, and closing any gaps in the security of your data.
Part of the webinar series:
CYBERSECURITY & DATA PRIVACY 2022
See more at https://www.financialpoise.com/webinars/
NEWBIE LITIGATOR SCHOOL - 101 Part 3 2022 - Enforcement: Post-Judgment Procee...Financial Poise
Obtaining a final and enforceable judgment is often just the first phase of the civil litigation process; without effective enforcement and collection, a judgment is merely a piece of paper (or electronic docket entry). This webinar provides an overview of the technical, procedural and strategic considerations necessary to monetize judgments and make litigation worthwhile.
Part of the webinar series: NEWBIE LITIGATOR SCHOOL - 101 Part 3 2022
See more at https://www.financialpoise.com/webinars/
NEWBIE LITIGATOR SCHOOL - 101 Part 3 2022 -Appellate Practice- 101 Financial Poise
When is an appeal permitted and when should you take one? What rules and procedures govern appellate practice and how can you best avoid technical and procedural mistakes. How are appellate briefs different from those filed with the trial court and what are some keys to making them successful? And how can you best prepare for appellate oral argument? This webinar explores these questions and more with a panel of experienced appellate litigators.
Part of the webinar series: NEWBIE LITIGATOR SCHOOL - 101 Part 3 2022
See more at https://www.financialpoise.com/webinars/
MARKETING TIPS FOR THE NEW (OR OLD!) BUSINESS OWNER 2022: Learn How to Do Con...Financial Poise
There's creating content; then there's creating great content; and then there's creating great content that actually gets seen by the ideal audience. Each of those layers has its own unique challenges. In this webinar episode, we share insights from a variety of highly experienced content creators. Each panelist member provides their own unique spin on how to create great content that gets seen by the intended audience. By the completion of this episode, the audience member will have a clear and actionable plan on how to create outstanding content that meets their unique marketing needs.
Part of the webinar series: MARKETING TIPS FOR THE NEW (OR OLD!) BUSINESS OWNER 2022
See more at https://www.financialpoise.com/webinars/
CHAPTER 11 - INDUSTRY FOCUS 2022 - Focus on Oil and Gas Financial Poise
Although issues in oil and gas chapter 11 cases vary from case to case, there are, nonetheless, certain issues that tend to arise in most oil and gas cases. Among them: treatment of oil and gas leases, the payment of royalties, hedging agreements, and valuation. This webinar addresses such issues.
Part of the webinar series: CHAPTER 11 - INDUSTRY FOCUS 2022
See more at https://www.financialpoise.com/webinars/
BUSINESS LAW REVIEW- 2022: Selling a Business Financial Poise
A Startup is the Founders’ baby - they dream it, created it and worked tirelessly to make it successful. Deciding it may be time to sell all or part is the easy part - acknowledging and addressing the financial and emotional issues can be challenging.
Negotiating with potential buyers or investors is time intensive, to say the least. Positioning a business for a value maximizing transaction requires planning. What professionals need to be engaged? How do the parties come to a valuation? What is the profile of the likely investor or buyer? These are just some of the questions this webinar addresses.
Part of the webinar series: BUSINESS LAW REVIEW- 2022
See more at https://www.financialpoise.com/webinars/
BUSINESS LAW REVIEW- 2022: Immigration Law for Business-101Financial Poise
A basic understanding of immigration law is critical to a vast array of businesses operating in today’s economy. Foreign employees and their sponsoring companies will navigate a complex maze in the attempt to achieve the desired goals of the employee maximizing their ability to provide services and value to the company. One of various determining factors as to which pathway to attempt is whether the goal is an immigrant visa (also known as a “green card”) which may ultimately allow lawful permanent residence in the United States or a non-immigrant visa. The need for foreign labor affects various industries and applies to large segments of skilled, unskilled and semi-skilled workers in jobs ranging from farm to seasonal to high-tech. This webinar explains what businesses need to know in the current environment as well as how political and globalization issues will affect immigration laws going forward.
Part of the webinar series:
BUSINESS LAW REVIEW- 2022
See more at https://www.financialpoise.com/webinars/
NEWBIE LITIGATOR SCHOOL - Part I 2022: Working With Experts Financial Poise
Expert witnesses are an integral part of modern commercial litigation. They can be used for everything from calculating damages to explaining software workflows to establishing industry standards. This webinar begins with an exploration of the common types of cases that call for use of expert testimony. From there, we discuss the rules governing experts, including expert disclosures, discovery, and expert depositions. We also discuss the Daubert standard for excluding expert testimony, and discuss how a successful Daubert motion may be brought. This hour will help you figure out when and how to hire your own expert, and will give you some ideas on how to challenge your opponent’s expert when the time comes.
Part of the webinar series:
NEWBIE LITIGATOR SCHOOL - Part I 2022
See more at https://www.financialpoise.com/webinars/
Executive compensation continues its movement towards performance pay as the standard. Compensation structures and proxy disclosures are more and more complex. Investors and proxy advisors continue to increase influence on compensation issues. This webinar examines executive compensation, including equity-based compensation plans and executive employment and severance agreements. The importance of disclosure, alignment of risk, and metrics is also examined. Practical guidance on pay-for-performance and supplemental pay definitions is provided. The panelists discuss the effect of the Dodd-Frank Act on executive compensation, including SEC regulations. Exchange rules are compared to applicable federal law. Best practices regarding executive compensation committees and regulatory requirements for those committees are examined. Shareholder advisory groups promulgate executive compensation related advisory policies for their institutional shareholder clients annually and these policies are also discussed. Issues regarding board composition and leadership structure issues are discussed in relation to executive compensation.
Part of the webinar series:
CORPORATE REGULATORY COMPLIANCE BOOT CAMP 2022 - PART 2
See more at https://www.financialpoise.com/webinars/
CORPORATE REGULATORY COMPLIANCE BOOT CAMP 2022 - PART 2: Securities Law Comp...Financial Poise
The Securities and Exchange Commission has been entrusted with a significant corporate compliance regulatory function, which has been expanded by seminal legislation in the recent past such as the Sarbanes-Oxley (“SOX”) and Dodd-Frank Acts. This webinar discusses board fiduciary duties and the tension between state corporate law standards and federal law. Board composition, independence, structure and processes (including best practices in regard to committees) are analyzed. Specifically, director independence is discussed as is audit committees and related requirements, regulations and exemptions. NASDAQ and the NYSE also have similar requirements for director independence and those are also discussed. The webinar also covers disclosure matters related to SOX compliance, including timing and content of an issuer's periodic disclosures. Both the legal requirements and best practices related to disclosure procedures and internal controls under SOX are examined. Means of controlling the costs of SOX, especially for smaller public companies, are also discussed, including trends in the industry related to high regulatory compliance costs. Finally, the applicability and best practices for privately held companies and SOX are considered.
Part of the webinar series: CORPORATE REGULATORY COMPLIANCE BOOT CAMP 2022 - PART 2
See more at https://www.financialpoise.com/webinars/
The deal is complete, and the parties have finished the hard work. Or have they? Integration planning turns to execution as people, process, and technology are combined once the deal is legally closed. The buyer will need to consider the purchased business or assets from the standpoint of employees, IT, customers, suppliers, and a multitude of other areas. In addition, numerous post-closing legal issues may arise, including purchase price adjustments, breaches of representations and warranties, enforcement of key negative employment-related covenants and restrictive covenants, collection of pre-closing accounts receivable, and true-ups of final financials. This episode guides listeners through the process, timing, and issues which most commonly arise after the closing of deals.
Part of the webinar series:
M&A BOOT CAMP - 2022
See more at https://www.financialpoise.com/webinars/
Although every deal is different, understanding any purchase/sale agreement will help you understand other purchase sale agreements. Stated another way, most M&A documents include a similar set of sections and use a similar vocabulary. This episode explains specific, common provisions and discusses how buyers and sellers approach these provisions differently, particularly in light of situational differences (e.g. whether the assets being bought and sold are equity of a company or the assets of a company; whether the seller is going to cease to exists or not). Topics covered will include tax issues; corporate governance; closing conditions; representations and warranties; indemnification provisions; earn-outs; restrictive covenants; antitrust; intellectual property; and employment issues.
Part of the webinar series:
M&A BOOT CAMP - 2022
See more at https://www.financialpoise.com/webinars/
Buying, selling, or merging a company typically follows a similar set of steps from deal to deal. The amount of time each step takes varies but the order of the steps is fairly uniform because the steps follow a certain logic: before the parties share meaningful information, they should sign a confidentiality agreement (a/k/a “non-disclosure agreement,” or “NDA”); once a baseline amount of information is known by the would-be buyer, it commonly presents a letter of intent or term sheet to the target or its owner, which serves as an outline for a deal but does not necessarily bind the parties to consummate the transaction; additional due diligence and the negotiation, drafting and signing of definitive documents comes next. The parties then obtain any needed regulatory and/or contractual third party approvals; followed by closing; and finally by post-closing tasks. This webinar will discuss all these steps from a macro perspective so that you can see the forest for the trees, but does not do a deep dive into any single topic. Think of this webinar as a road map or timeline for a typical deal.
Part of the webinar series:
M&A BOOT CAMP - 2022
See more at https://www.financialpoise.com/webinars/
CROWDFUNDING 2022 - Crowdfunding from the Investor's PerspectiveFinancial Poise
This webinar focuses on the opportunities that crowdfunding makes available to the investor, and how the investor should go about navigating this new world. We begin with a basic overview of the new regulatory regime, the requirements to invest, and the on-boarding process one should expect. We then dive deeper into the market opportunity, including how to access and select investments, and expectations investors should set for themselves and the projects they select. This is not intended to support any specific deal selection, but instead sheds a light upon the basic selection criteria available, the method to go about investing and what to avoid.
Part of the webinar series: Crowdfunding 2022
See more at https://www.financialpoise.com/webinars/
Acetabularia Information For Class 9 .docxvaibhavrinwa19
Acetabularia acetabulum is a single-celled green alga that in its vegetative state is morphologically differentiated into a basal rhizoid and an axially elongated stalk, which bears whorls of branching hairs. The single diploid nucleus resides in the rhizoid.
Unit 8 - Information and Communication Technology (Paper I).pdfThiyagu K
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Personal development courses are widely available today, with each one promising life-changing outcomes. Tim Han’s Life Mastery Achievers (LMA) Course has drawn a lot of interest. In addition to offering my frank assessment of Success Insider’s LMA Course, this piece examines the course’s effects via a variety of Tim Han LMA course reviews and Success Insider comments.
The French Revolution, which began in 1789, was a period of radical social and political upheaval in France. It marked the decline of absolute monarchies, the rise of secular and democratic republics, and the eventual rise of Napoleon Bonaparte. This revolutionary period is crucial in understanding the transition from feudalism to modernity in Europe.
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Embracing GenAI - A Strategic ImperativePeter Windle
Artificial Intelligence (AI) technologies such as Generative AI, Image Generators and Large Language Models have had a dramatic impact on teaching, learning and assessment over the past 18 months. The most immediate threat AI posed was to Academic Integrity with Higher Education Institutes (HEIs) focusing their efforts on combating the use of GenAI in assessment. Guidelines were developed for staff and students, policies put in place too. Innovative educators have forged paths in the use of Generative AI for teaching, learning and assessments leading to pockets of transformation springing up across HEIs, often with little or no top-down guidance, support or direction.
This Gasta posits a strategic approach to integrating AI into HEIs to prepare staff, students and the curriculum for an evolving world and workplace. We will highlight the advantages of working with these technologies beyond the realm of teaching, learning and assessment by considering prompt engineering skills, industry impact, curriculum changes, and the need for staff upskilling. In contrast, not engaging strategically with Generative AI poses risks, including falling behind peers, missed opportunities and failing to ensure our graduates remain employable. The rapid evolution of AI technologies necessitates a proactive and strategic approach if we are to remain relevant.
2024.06.01 Introducing a competency framework for languag learning materials ...Sandy Millin
http://sandymillin.wordpress.com/iateflwebinar2024
Published classroom materials form the basis of syllabuses, drive teacher professional development, and have a potentially huge influence on learners, teachers and education systems. All teachers also create their own materials, whether a few sentences on a blackboard, a highly-structured fully-realised online course, or anything in between. Despite this, the knowledge and skills needed to create effective language learning materials are rarely part of teacher training, and are mostly learnt by trial and error.
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This webinar will introduce you to my framework, highlighting the key competencies I identified from my research. It will also show how anybody involved in language teaching (any language, not just English!), teacher training, managing schools or developing language learning materials can benefit from using the framework.
2. 2
Practical and entertaining education for
attorneys, accountants, business owners and
executives, and investors.
3.
4. Disclaimer
The material in this webinar is for informational purposes only. It should not be considered
legal, financial or other professional advice. You should consult with an attorney or other
appropriate professional to determine what may be best for your individual needs. While
Financial Poise™ takes reasonable steps to ensure that information it publishes is accurate,
Financial Poise™ makes no guaranty in this regard.
4
5. Meet the Faculty
MODERATOR:
Mark Trembacki – Busey Bank
PANELISTS:
Pankaj Amin - SC Ventures
Jeremy Waitzman, Sugar Felsenthal Grais & Helsinger LLP
David Spitulnik, Managing Partner, Spitulnik Advisors
Bruce Werner - Kona Advisors LLC
5
6. About This Webinar -
The Effective Board
Running a productive and energized board meeting takes time and effort. Harnessing the expertise of
board members while meeting the needs of the company is a balance that must be continually
recalibrated by the board and company leadership. In this session, we will cover the process to achieve
effective board practices ranging from board meeting formulation and preparation, board meeting
execution and facilitation, and post-board meeting follow-up. The social aspects of a board will also be
discussed – how to create engagement, teamwork, and camaraderie among board members to maximize
their contribution. With boards charged with a company’s most important strategic matters, no company
can afford to waste valuable meeting time.
Each Financial Poise Webinar is delivered in Plain English, understandable to investors, business owners, and
executives without much background in these areas, yet is of primary value to attorneys, accountants, and other
seasoned professionals. 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.
6
7. About This Series - Board of Directors Boot Camp
More and more privately-held companies are recognizing the benefits of effective corporate governance
and are working towards establishing more formalized and independent board processes. Multiple factors
influence this evolution at private companies and its continued acceleration: Managing increasing
complexity companies face in today’s operating environment and the associated requirement to have
additional and new expertise to help navigate; Shoring up risk management practices to manage an
expanded and ever-changing risk profile; Dealing with leadership transitions and succession planning
resulting from the demographic wave associated with leadership retirements and generational ownership
transfers; Responding to the ever-increasing pressure that companies face from foreign competitors
Managing growing stakeholder expectations – customers, employees, community - as well as
government regulation. The myriad of complex issues in running a business ranging from supply chain
management to digitization/technology to reputation management point to the need for enhanced
governance. Establishing, maintaining, and evolving a more structured and formalized approach to
governance can feel daunting. This webinar series discusses various aspects of good governance in
private companies including best practices and common pitfalls. 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.
7
8. Episodes in this Series
#1: Roles & Responsibilities: a Primer
Premiere date: 3/25/21
#2: The Effective Director
Premiere date: 4/22/21
#3: The Effective Board
Premiere date: 5/20/21
8
11. Why Have a Board?
• Another point of view
How to ensure that this group is not bound by insider and or family politics
• For Fiduciary, at a minimum
Selection of Senior Executives
Approve Shareholder distributions
Approve Long Range Plans
• Note that the level of authority of an Advisory Board may differ between a Fiduciary
and Advisory Board.
11
12. Why Have a Board?
• The Board Will:
Deliver key ideas
Provide a level of accountability
Provide oversight
• Thereby Increasing:
Likelihood of growth
Stability
Achieving goals
• Note again that while the level of authority may differ between a Fiduciary and
Advisory Board, often the Company Leadership will depend on the Board for input
on these, whether or not the Board has the authority to make binding decisions.
12
13. Why Have a Board?
• The Board is convened to offer independent insights on areas such as
Succession Planning
Long Range Plans
Company or Division
o M&A
o Divestiture
o JV
o New Market Entry
13
16. Establish Clear Lines of Communication
• Consistent methods and clear lines of communication about Board meeting issues
and action items are critical to meeting planning and success.
• The Board Chair should be the focal point of communication about Board meeting
issues.
16
17. Reports
• Written reports intended for presentation and discussion at Board meetings should
be circulated in advance to allow directors time to prepare.
17
18. Resolutions
• If possible, resolutions should also be circulated prior to the meeting for review and
comment.
• Board Chair should generally be first to see it before circulation to other directors.
• A coherent and civil resolution review process may prevent a “war on the floor.”
18
19. Reports and Discussions
• Administrative leaders and committee chairs should report as needed - up to the
organization whether that is at every meeting or only periodically
• Written reports are the rule (even if short)
• No magic to the form of reports
• Consider confidentiality issues - should the report be confidential and/or discussed
only in closed session?
• When possible (and when in doubt), preview the report with the Board Chair
19
21. Meeting Objectives
• Formalize decisions
• Inform the Board - opportunity for Board to inquire and assess information beyond
the written reports
• Assign action items
21
22. The Board Agenda
• Information Before the Meeting (hopefully 3-5 Days)
Performance information
Market issues including supply, competitors, channels, products, etc.
• At the Meeting
Minutes
Decisions required
Discussions at high level (Nose In, Fingers Out)
22
23. The Board Agenda
• Fiduciary Vs. Advisory
Make sure you address what you are REQUIRED to as Fiduciary
• Establish a flow for the meetings as well as for the year
For the meeting, a standard set of ideas
For the year, if quarterly meetings, perhaps a topic deep dive
o Q4 Following year plan
o Q3 People and Compensation
o Q2 Market Dynamics
o Q1 Strategic Plan
All issues on the table, but focus for annual cycle
23
24. Setting the Agenda - Sample
ABC Board of Directors Meeting
Wednesday, May 23, 2018, 10:00 am.
Agenda
• Call to Order
Attendance
Introduction of Guests
• Approval of Minutes from February 21, 2018 Board Meeting
• CEO’s Report
• CFO’s Report
• Committee Reports
• Other Business
• Adjournment
24
25. Agenda Considerations
• Think about where you want to focus your precious time together as a board:
How much time on reviewing reports vs. discussing strategic matters?
How will we allocate our energy - what comes first, and what’s handled later in the
day?
How can we minimize distractions during the meeting? (i.e. scheduling a mid-
morning break for attending to calls/emails)
Set time limits for each agenda item and keep to them!
25
26. Closed Sessions
• Discussion of certain topics should be limited to closed or executive sessions of the
Board, such as
Conflict of interest issues
Executive compensation and similar issues
Litigation
Other topics of a highly confidential or sensitive nature
• Board meeting are by default open meetings, particularly where the organization has
member constituents who may be entitled to attend Board meetings
• Closed sessions require a motion and vote to enter, and a motion and vote to exit
(which should be duly recorded)
26
27. Closes (Executive) Sessions
• Minutes of closed sessions should be kept according to the same principles of
minutes generally - however, minutes of closed sessions will generally not be
available for review by non-board members.
27
29. Board Engagement
• Stress in position description as well as in interviews expectations of participation
You are here because of both specific topical knowledge as well as your overall
business acumen
• Create a review process
• For the Board as a whole
Is the company getting from the Board what they were looking for?
• For individual Board members
• Encourage open and frank discussions
NO AD HOMINEM
29
30. The Meeting Itself
• If you have planned well, the meeting should go (almost) according to plan.
• Board Chair is the ringmaster - responsible for timing and tone of the meeting.
• Following roll call, Chair should note whether a quorum is present in the event a vote
is required.
• Reserve questions and general discussion to specific times - typically at either at the
beginning or the end of the meeting.
• Two rules for the Chair:
Keep it civil (or bring it back from the brink when it is not).
STICK TO THE AGENDA!!!
30
31. Robert’s Rules
• Robert’s Rules of Order are the paradigm but generally impractical and unnecessary
as a method for conducting a Board meeting.
• That said, if the Board Chair or another director is steeped in parliamentary rules,
apply them when and where necessary - for example, to break a logjam.
• Listening is the best rule (and skill) you can develop and demonstrate - from the
Chair to the newest member of the Board.
31
32. Identifying Action Items
• Action items can be identified as the meeting goes along and/or identified in a wrap
at the end (just prior to adjournment)
• Board Chair should circulate an action item list, deadlines, and other key details after
the meeting, and them follow up before the next meeting
• Your takeaways and next actions can kick off the planning process for the next
meeting
32
33. Minutes
• Formal minutes are a necessary part of Board governance. Minutes are considered
legal documents by courts, auditors and the IRS.
• As a rule, the Board Secretary bears responsibility for ensuring that appropriate
minutes are prepared. However, minutes can be taken and drafted by any officer,
staff member or agent designated to the task.
• Review, comment, revision (if necessary) and approval of last meeting’s minutes
should be the first substantive item on the next meeting’s agenda.
• IF IT DOESN’T APPEAR IN THE MINUTES, IT DIDN’T HAPPEN.
33
35. Minutes
• General Rule: Less detail rather than more
• Substantive categories to cover
Attendance - roll call of directors and guests
Decisions Reached (or not)
Action Items
Discussion Topics and Reports
Open Issues
• KEEP IT SIMPLE - okay to describe decisions made without reference to the votes
of specific directors or discussions held and reports given by identifying only the
participants and subject matter of the discussion of report.
35
36. Board Meeting Follow-Up
• Make sure to document action plans including due dates
• Interim reporting to ensure all are up to speed
• Interim committee meetings
• Open communication
Within Board
With leadership, as appropriate
With Shareholders, as appropriate
But all Board members need to understand the limits as well as expectations of
reporting on conversations back to other Board members
36
37. Planning for the Next Board Meeting
• Success or failure of a Board meeting depends on what happens in the
days/weeks/months since the last meeting.
• Communication and preparation are key
• Board Chair should drive the process
• Include Board members in the planning process
37
39. Some General Key Rules
• Chair runs the meeting
• Close debate by consensus where possible
• Any voting process is acceptable so long as properly recorded
• Use votes on action items as leverage to assign responsibility
• Be civil
• Be clear
39
40. A Key Rule
• KNOW YOUR BYLAWS (or at least the rules that govern quorums, voting, and other
procedural matters)
• You don’t want to conduct important business NOW and have a Board member or
other stakeholder point out LATER that you acted in violation of the Bylaws
40
41. Three Wisdoms for Board Chairs
• Don’t let the perfect be the enemy of the good: Better to be 80% perfect and take action
than wait for everything to come together just right.
• It’s OK to experiment: The only way to get better is to try new things. Take a few risks,
and learn from them.
• Take advantage of tribal knowledge: For many situations the board faces, someone in
the organization has had experiences you can learn from. Ask others for perspectives
and history that can inform your path forward.
41
43. Board Formation Foundation
• Make sure there is a Board Charter outlining:
Board responsibilities
Board member responsibilities
• Make sure there is an understanding of evaluation processes
For Outside Members and for Insiders
For the Board as a whole
o May be different for Fiduciary Vs. Advisory
43
44. Resolutions and Voting
• Resolutions and votes are how the Board decides to act (or not)
• Directors make resolutions - not non-director regulars or guests
• A resolution should not be a surprise to the Board Chair
44
45. Resolutions and Voting
• When Presenting a resolution
Preview the resolution
Give background and hold discussion
Close the discussion (the Board Chair) - if there is no consensus on closing debate,
consider whether to continue the motion to a future meeting
Call for a motion and a second
Vote
Chair notes for the record that it passed or not passed - result ( but not specific votes)
is noted in the minutes
45
46. Adjournment
• This may seem obvious, but...
Board Chair should note on the record that there is no further business and move to
close the meeting
Don’t forget to second the motion, vote, and declare the meeting closed
46
47. Committees
• Committees are formed to assist the Board in its business and deliberation
• Committees can be standing committees, ad-hoc committees and advisory
committees (not much difference between the latter)
47
48. Why Form a Committee?
• To handle ongoing significant activities
• To handle a special project or address an issue that is too complex for the Board to
handle
• To investigate, analyze and advise the Board on significant matters
• To comply with applicable law or “best practices”
48
50. About The Faculty
Mark Trembacki – marktrembacki@gmail.com
Mark Trembacki is Executive Vice President and Chief Strategy Officer of Busey Bank where he leads
strategic planning and execution, acquisition integration and the overall evolution of this rapidly growing
financial services company. Prior to joining Busey, Mark founded Risk Management Levers, Inc., a consulting
firm focused on strategy, risk management, acquisition integration, and change management leveraging his
deep experience from leadership roles at BMO Financial Group, including U.S. subsidiary BMO Harris Bank.
Mark has an MBA in Finance from The University of Chicago Booth School of Business, a BS in Accounting
from The University of Illinois at Urbana-Champaign, and is a CPA. He is a qualified SEC Financial Expert, a
National Association of Corporate Directors (NACD) Governance Fellow, and earned NACD’s CERT
Certificate in Cybersecurity Oversight from Carnegie Mellon University’s Software Engineering Institute. Mark
also completed a Cyber Security Management Graduate Certificate from the University of Virginia.
Mark serves as the Board Chair at the DuPage Children’s Museum and Treasurer of the Chicago Historical
Society (Chicago History Museum) and was part of CEO Search Committees at both organizations in 2019
and 2020. He has also been an adjunct professor at the University of Illinois Urbana-Champaign teaching
Enterprise Risk Management in the Masters of Finance program.
50
51. About The Faculty
Pankaj Amin – pamin@scven.com
In his extensive work as a CEO, private equity advisor and corporate Board member, Pankaj
brings more than 25 years of leadership and operational experience in the healthcare,
telecommunications, financial services and business service sectors. Pankaj is a thoughtful,
insightful and intellectually curious advisor who has a solid grasp on process as much as
product. Pankaj currently serves as a board member of MUBIC, a makeup joint venture
launched by Intercos, a 6000-person global makeup manufacturer headquartered in Italy and
portfolio company of private equity firm L Catterton. Pankaj brings financial oversight, growth
strategy, and consumer products experience to the company’s board. Pankaj also currently
serves as a board member of Enzo Bevande, a beverage company that is bringing popular
European products to the mass market in the United States. Pankaj represents the interests
of two European investors.
To read more, go to: https://www.financialpoise.com/webinar-faculty/pankaj-amin/
51
52. About The Faculty
Jeremy Waitzman – jwaitzman@sfgh.com
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, general contract law and often acts as outside
general counsel for his clients. Jeremy 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 creation of enterprise value.
To read more, go to: https://www.financialpoise.com/webinar-faculty/jeremy-waitzman/
52
53. About The Faculty
David Spitulnik – dspitulnik@spitulnikadvisors.com
David Spitulnik is a successful executive with over 40 years of experience in both large technology companies and
in consulting to and leadership of mid-market, closely held and family owned businesses across a variety of
industries. In addition to serving as a member and former chair of the Private Directors Association’s Private and
Family Business Center Outreach Committee and a member of the PDA Chicago Programming Committee, David
frequently writes and speaks on a number of topics related to leading, building, maintaining and strengthening
businesses and their governance structures. Drawing from a broad range of experience in the United States and
internationally, David is called upon to coach and mentor business leaders, to work with companies to develop
and implement their long-range plans and to advise businesses on board creation, structure and effectiveness so
that the individual, the board and the company can maintain powerful forward momentum.
David also is active in the community, currently serving on the Executive Committee of the Board of the Youth Job
Center whose mission is “Success for Young People in Their Careers and in Life.”
David published a book on leadership, Becoming An Insightful Leader: Charting Your Course To Purposeful
Success. The book focuses on the journey from managing to leading to advising and reflects David’s belief in
communicating and questioning how individuals and teams will define and then accomplish their goals and
objectives.
David graduated from Haverford College with a B.A. in Economics and received his MBA
from the Kellogg School at Northwestern University.
53
54. About The Faculty
Bruce Werner – bruce@konaadvisors.com
Bruce Werner is the Managing Director of Kona Advisors LLC, which provides governance
and owner advisory services to middle market businesses. His range of assignments has
included M&A, strategy, finance, workout, succession planning and all facets of family
business consulting. Mr. Werner is an experienced outside director, having served on
numerous boards during periods of growth, restructuring and crisis management. He has
helped several businesses achieve INC 500 status. He writes and speaks on governance and
family business issues.
54
55. Questions or Comments?
If you have any questions about this webinar that you did not get to ask during the live
premiere, or if you are watching this webinar On Demand, please do not hesitate to email us
at info@financialpoise.com with any questions or comments you may have. Please include
the name of the webinar in your email and we will do our best to provide a timely response.
IMPORTANT NOTE: 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.
55
56. About Financial Poise
56
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