NACD Director Professionalism Course Tackles Pressing Proxy Season Issues

Sessions Designed to Help Directors Become Strategic Assets for Shareholders

News provided by

National Association of Corporate Directors

Mar 21, 2011, 09:33 ET

WASHINGTON, March 21, 2011 /PRNewswire/ -- As the 2010 proxy season began, the National Association of Corporate Directors (NACD) devoted its March Director Professionalism course to providing directors with the tools needed to navigate the new environment created by Dodd-Frank and the Securities and Exchange Commission (SEC). The two-day program brought together more than 50 dedicated corporate directors and governance experts to discuss topics ranging from risk management and transparency to the enhanced responsibilities of the board's key committees.

"The March Director Professionalism course tackled the most pressing issues that boards are facing during this period of change for corporate America," said Ken Daly, the president and CEO of NACD. "The course also underscored what it truly means to be a director who adds value -- one who is fully prepared for and knowledgeable about the responsibilities of boards in this new era of increased accountability and scrutiny."

The latest Director Professionalism course, held March 3-4 in Park City, Utah, offered more than 17 sessions taught by active public company directors and corporate governance experts, including Michele Hooper, veteran director of several prominent corporate boards, including PPG Industries, Warner Music Group, UnitedHealth Group, AstraZeneca PLC and NACD; Professor Charles Elson, director of the Weinberg Center for Corporate Governance at the University of Delaware and a director for HealthSouth Corporation Thomas Bakewell, former director, Lindenwood University and Bethesda Health Group; and Robert M. Galford, managing partner, Center for Leading Organizations and chair of the Compensation and Governance Committees, Forrester Research.

"Directors must be prepared for the regulations and requirements that have broadened the scope of their work," said Hooper, who led sessions on the new challenges and opportunities facing nominating/governance committees and effective corporate governance strategies in today's regulatory environment. "The nominating/governance committee has an incredibly important role. It not only determines the skill sets, experiences and qualifications required to optimize the board's composition, but the committee also sets the tone for corporate governance on the board."

Another key issue featured at the March course was the fiduciary responsibilities of boards.

"There has been a massive shift in the level of effort and professional dedication required from directors. The fiduciary responsibility inherent in each director's role is the most central element to good corporate governance," said Charles Elson. "Directors are entrusted and obligated to act responsibly on behalf of a company's shareholders, which is the bedrock of any company's success. If one is serious about the roles required to serve on the board of a publicly-traded company, he or she should consider membership with NACD and seek to attend its board focused events."

The two-day course also offered essential information on getting the most from your general counsel, the role of the board in a corporate crisis, and adding value through the compensation committee.

The March Director Professionalism course is part of NACD's ongoing director education program designed to help current and future directors learn exemplary board leadership from seasoned public company directors and governance experts. The content is built from more than 30 years of NACD research of leading practices and is rooted in the NACD Key Agreed Principles. Offered four times each year, the next Director Professionalism course will be held May 5-6 in Houston, Texas.

About NACD

The National Association of Corporate Directors (NACD) is the only membership organization delivering the information and insights that corporate board members need to confidently confront complex business challenges and enhance shareowner value. With more than 11,000 members, NACD advances exemplary board leadership. NACD is focused on creating more effective and efficient boards through director-led education and peer courses to share ideas and leading practices based on more than 30 years of primary research. Fostering collaboration among directors and governance stakeholders, NACD is shaping the future of board leadership. To learn more about NACD, visit NACDonline.org. To join, please contact Kelly Dodd at [email protected] or 202-380-1891.