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Corporate Governance Law 101 for Board Members (ExecSense Webinars)
ExecSense, July 2010, Minutes: 60
In Corporate Governance Law 101 for Board Members, ExecSense covers everything that board members should know about the fundamental principles of corporate governance law and how to apply that knowledge to the most common scenarios that are encountered by boards of directors. Take the 60 minutes to view this webinar (on your computer, mobile phone, iPod or printed out) to update your knowledge on the basics of corporate governance law, better understand the fiduciary duties and legal standards applicable in common corporate scenarios, and be able to hold your own in discussions with your CEO, general counsel, lawyers, investment bankers, and other professionals.
Upon ordering, ExecSense will email you a link to download the webinar files for viewing on your computer, mobile phone, iPod, iPad, Kindle or printed out. The downloaded files will include the PowerPoint presentation, audio narration and jpeg images of the slides (for watching on your mobile media device). Take advantage of your next commute, flight, business trip, lunch, or free hour in your schedule to view this webinar.
The webinar is led by a corporate governance lawyer with extensive experience teaching board members the basics of corporate governance law, Michael Mercurio (Partner, OFFIT Kurman), and focuses on:
- Everything you need to know in 60 minutes about the basic principles of corporate governance law, and how understanding fundamental corporate governance law concepts will make you a more effective board member and help better protect yourself and the company from a liability perspective
- A comprehensive examination of the basic corporate governance law principles and legal considerations most relevant to board members, including the legal status of a corporation, the role and legal structure of the Board of Directors, the fiduciary duty of officers and directors (the duties of loyalty and due care), the core cases relating to a board of directors’ fiduciary duties with respect to M&A offers (Unocal Corp. v. Mesa Petroleum Co. (Del. 1985), Moran v. Household Int’l Inc. (Del. 1985), and Revlon, Inc. v. MacAndrews & Forbes Holdings, Inc. (Del. 1986), the current status of the law with respect to defensive tactics (including poison-pill plans and the “just say no” defenses), the sources of director/officer personal liability, the role and responsibilities of board committees (audit, compensation, etc.), shareholder rights, dealing with institutional, controlling, and activist shareholders, the impact of the Sarbanes-Oxley Act, and the impact of the Dodd-Frank Act (say-on-pay, proxy access) on corporate governance issues
- Practical advice on how to draw on your knowledge of corporate governance law in common scenarios encountered by boards of directors to be a more effective board member
- The 10 questions most asked by board members about topics and situations impacted by corporate governance law
- Case studies of how other board members have used their knowledge of corporate governance law to their advantage, examples of situations where board members opened themselves and their companies up to liability because of holes in their knowledge about corporate governance law, and important lessons learned
Praise for ExecSense Webinars:
“Well organized, well articulated, and easy to follow. The ExecSense webinar I attended was the best virtual learning experience I've had in quite some time.” - Brian K. Moore, HR Communications, Humana
“Dynamic, up-to-date resource...” - Tina Ferguson, CEO of Rapid Success Partners
“ExecSense webinars are convenient and on-point…an intelligent discussion on a very relevant subject.” - Meghan Wulff, Focus Management Group
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