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Chapter Meeting Resources

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  • 13

    Jun

    2017

    Classroom An Activist on the Doorstep: An Activist on the Board


    Today's activists and active shareholders have expanded far beyond a focus on underperforming companies. There is an evolving need for the boards of public companies to be aware of, and responsive to, their shareholders. Increasing, shareholder value is no longer sufficient. Today's shareholders are interested in governance, social and environmental trends as well as financial returns and want to know where the companies in which they are invested stand on these issues. Furthermore, they are interested in influencing these companies. What is the board supposed to do? This program will cover what directors need to know, how they might go about it, when they should be engaging directly with their shareholders and what happens when a shareholder is not only on the doorstep but sitting in the Boardroom.


  • 08

    Jun

    2017

    Classroom Boot Camp for Aspiring Public Company Directors


    In association with The Boston Club, the NACD New England Chapter presents the Aspiring Public Company Director Boot Camp. This program is designed for individuals who currently sit on large nonprofit boards or private corporate boards; and/or are "C-Suite level", who wish to take the next step toward securing a public company board seat. The discussions of the agenda topics will be led by public company directors, or industry experts. The program will run from registration, beginning at 7:30 am through a networking reception, concluding at 6:30 pm. Continental breakfast, and lunch, will be served.


    8 NACD skill-specific credits

  • 17

    May

    2017

    Classroom The Experienced Directors Boot Camp


    This Boot Camp is designed for currently serving directors of public companies, or larger private companies, who want to hone and update their board leadership skills. Each segment of the Agenda will be led by a public company director, or an industry expert. Attendance will be capped at 25 participants. You MUST be currently serving on a public, or large private company, board to attend this session.


    8 NACD skill-specific credits

  • 09

    May

    2017

    Classroom Crisis Management: What Do We Do Now?


    Join us as we learn from our panelists about how to proactively prevent a crisis, how to protect your company's reputation, how to explicitly manage the crisis, and how to define the roles of management and the board in preparing for, and responding to, crises. Our panelists are public company directors who will speak from their personal experiences in dealing with crises, and who will share their war stories.


  • 03

    May

    2017

    Classroom 2017 NACD New England Director of the Year Awards


    The 11th Annual Director of the Year Awards recognizes leadership and accomplishment of directors in New England. This event is conducted by the only not-for-profit membership organization founded by and for corporate directors. Through a national presence in Washington, D.C. and over 20 active regional chapters across the country, the NACD is the leading organization dedicated to enhancing corporate governance in the United States. The NACD Director of the Year Award has been presented nationally for over 20 years.


  • 26

    Apr

    2017

    Classroom Incentive Programs in the Age of Rapid Business Change


    Please join the NACD New England Chapter and Pearl Meyer for a webinar panel discussion on how many of these changes may impact incentive compensation programs and how to best address any such impact within the context of your company's overall business strategy. Hear from our experienced panelists who have been down the path and learn what to watch for and what works.


  • 11

    Apr

    2017

    Classroom Leading a Non-Profit Board


    Serving as a director of a nonprofit can be a very fulfilling experience-providing the opportunity to combine one's expertise with a passion for the mission of the organization. And increasingly, the governance of nonprofits has evolved to levels of sophistication and complexity similar to those at public companies. Our panel will discuss issues facing nonprofits and their boards today. From selection and recruitment of board members, to expectations and the role boards play in areas such as strategy and fundraising, we expect a lively and timely conversation.


  • 14

    Feb

    2017

    Classroom Governance From Start Up to Exit (Transaction or IPO)


    In partnership with the Massachusetts High Tech Council and the New England Venture Capital Association, NACD New England presents a panel discussion on the issues facing growing companies as they move to their "exit"; either a strategic sale or an IPO. What are the governance needs of a start up? How do these needs change as the company grows? What is an effective board enhancement strategy to deal with the evolving role of the board to maximize the company's value pre-exit? Our speakers are directors and C-Suite executives with experience in early start-ups, through the exit process. They will share their experiences in positioning their companies for growth, then for sale or IPO. You will learn the steps necessary to successfully complete an IPO, and in evaluating a strategic sale for maximum benefit to the founders and stakeholders.


  • 10

    Jan

    2017

    Classroom Hot Topics for the 2017 Annual Shareholder Meeting


    Life as a director feels more like trench warfare and less like corporate governance with each passing year. With continued growing shareholder activism and a host of new requirements to contend with, 2017 will be no exception. At the NACD New England Chapter's January 2017 Breakfast Event, four panelists widely recognized for their expertise provided the perspective of the shareholder, the law, the accounting profession and overall corporate governance. The mission: to discuss what directors need to know in preparation for the year-end / proxy season.


  • 15

    Nov

    2016

    Classroom Current Issues in Executive Compensation


    As we head into proxy season, public company directors need to know the latest issues in executive compensation. Is it pay-ratio disclosures? Clawback rules? Pay for Performance? Shareholder "say on pay" votes are nonbinding, however, "say on pay" votes have been known to influence companies' compensation practices. Comp committees play a critical role in determining executive compensation. Compensation needs to be consistent with long term shareholder returns. Learn from our panel of compensation experts and public company directors about what issues that Glass Lewis and ISS will be focusing on, including Relative Degree of Alignment (RDA), Multiple of Median (MOM), and Pay-TSR Alignment (PTA).


  • 18

    Oct

    2016

    Classroom How to Reduce the Impact of Cyber Security Threats


    Our online infrastructure currently faces approximately 500,000 cyber attack attempts....every minute. The Internet of Things provides an unprecedented opportunity for hackers. We are pleased to host a Cybersecurity panel featuring Peter M. Fonash, Chief Technology Officer for the Office of Cybersecurity and Communications in the Department of Homeland Security. Learn what to do about cyber threat mitigation at this timely, and critical, forum.


  • 13

    Sep

    2016

    Classroom The Chief Executives Speak


    Please join us for our annual kick off event, The Chief Executives Speak. We will feature a panel of high profile New England business leaders, who will provide a glimpse into their boardrooms, to discuss issues they expect to face in our post-election economy. Our panelists include Joseph "Jay" Hooley, Chair and CEO of State Street Corporation; Marcy Reed, President of National Grid and Niraj Shah, Co-Chairman, CEO and co-founder of Wayfair. Bob Popeo, Chairman of Mintz Levin, will moderate this important discussion. Register now to reserve your seat - this program will sell out!


  • 14

    Jun

    2016

    Classroom Regulators Speak: Voice of the Securities Enforcement Agencies


    This not-to-be missed program will delve into the issues that government enforcement agencies are focusing on, from the viewpoint of the top regulators having an impact on boards in New England. Beth Boland will moderate the conversation as panelists George Canellos, former co-Chair of the Enforcement Division of the United States Securities and Exchange Commission and Paul Levenson, Director of the SEC's Boston office discuss securities enforcement issues affecting for-profit company directors.


  • 03

    Jun

    2016

    Classroom Director Boot Camp


    NACD New England Chapter's Director Boot Camp will cover the boardroom fundamentals that all directors need to serve on their boards. The agenda features panel discussions on a host of topics critical to a director's success in the boardroom. The program, open only to public company directors, features seasoned directors and experts who will provide a deep dive into the board's roles and responsibilities, and will demystify the roles of the committees of the board.


    Eight Skill Specific Credits

  • 10

    May

    2016

    Classroom Evaluating Acquisitions: Best Practices


    Using the popular Lightning Round format, this program will provide directors with practical advice and guidance about the board's role in the buy side of M&A transactions. What M&A transactions should come to the board, and when? How involved should the board be in the due diligence process? As the parties march towards executing the deal documents, what red flags should the board be alert to? How does the board's involvement and evaluation change if the deal is strategic rather than opportunistic? What happens if the table gets turned during negotiations, and the target company becomes the potential acquirer? Why do deals fail? Our speakers and moderator have extensive board level buy-side M&A experience. Join us as we discuss these questions, deal mechanics, culture, board responsibility and more.


  • 05

    May

    2016

    Classroom 2016 NACD New England Director of the Year Awards


    The 10th Annual Director of the Year Awards recognizes leadership and accomplishment of directors in New England. This event is conducted by the only not-for-profit membership organization founded by and for corporate directors. Through a national presence in Washington, D.C. and over 20 active regional chapters across the country, the NACD is the leading organization dedicated to enhancing corporate governance in the United States. The NACD Director of the Year Award has been presented nationally for over 20 years.


  • 12

    Apr

    2016

    Classroom Board Refreshment


    How do you "refresh" your Board in a productive and effective manner? Our panelists will share their experiences of what to do/ what not to do. Board Refreshment is key for any Company. As a Company grows and evolves - its needs change not only at the Management level but also at the Board level. So - how do you refresh the board on which you serve in a way to make the current Board more effective? Some examples might include: how do you assess the needs of the Board vis a vis the current members? How do you make needed changes - which might include: diversity of thought, gender, race, background? How do you promote continuing Board governance - in a way that is constructive for the entire board?


  • 08

    Mar

    2016

    Classroom Nonprofit Boards - Governance, Strategic and Financial Challenges


    Serving as a director of a nonprofit can be very fulfilling as it provides the opportunity to contribute ones expertise and at the same time follow one's passion for the mission of the organization. Increasingly the governance of nonprofits is reaching the sophistication and complexity of those of public companies. The program will cover the challenges to be addressed as the nonprofit organization evolves. Our panelists are comprised of experts from governance oversight, board member and nonprofit CEO. They will discuss the latest governance trends, many of which evolve around power sharing between the board and the CEO. Additionally, we will discuss the array of difficult questions that come up such as the optimal size and composition of the board, best practices in fundraising, the board's role in financially and otherwise supporting development and red flags the AG's office might identify. The conversation will cover the gamut of issues around the very large as well as smaller organizations.


  • 09

    Feb

    2016

    Classroom Board Governance of Larger Private Companies


    How are our larger private companies governed? How do the boards of such companies organize themselves? What standards are borrowed from public company practice? What standards are common or unique to this cohort of companies? The governance of private companies is tricky. Closer relationship to controlling private shareholders is common. Long-standing personal relationships between ownership and directorship are not unusual. But the fiduciary obligations of private company directors are identical, legally, to fiduciary obligations of public directors. What public company practices and procedures are common to large private companies? How do you deal with the question of "independence" of key committees? Are there differences in board composition, board succession, the contents of board packages, the ability to conduct open discussions and raise appropriate "challenges" to management? What is the experience with dealing with directors who are "representative" of third party investment interests? What is the relationship with inside counsel, if any, and how does that differ from public practice? A panel of four experienced directors of large privately held companies will explore these issues, and answer questions from the audience. Attendance is appropriate not only for private company directors, but also directors of public companies; public company practices can be illuminated by the way in which they are "processed" in private company governance.


  • 12

    Jan

    2016

    Classroom Hot Topics for the 2016 Annual Shareholder Meeting - Hear From the Experts


    At the NACD New England Chapter's January 2016 Breakfast Event, four panelists widely recognized for their expertise will provide the perspective of the shareholder, the law, the accounting profession, and overall corporate governance. The mission: to discuss what directors need to know in preparation for the year-end/proxy season.


  • 10

    Nov

    2015

    Classroom Compensation Strategies that Drive Value


    This year's NACD Blue Ribbon Commission is examining how boards can help drive value creation for the organizations they serve. Our panelists will discuss the merits of a variety of value drivers-including the pros and cons of TSR, based on industry as well as the business lifecycle. They will explore how the compensation committee can shape programs that align with the organization's unique metrics and goals for value creation, both in the short-term and in support of longer-term strategies.


  • 20

    Oct

    2015

    Classroom Effective Board Responses to Activist Investors: Best Practices


    The October forum will revisit the topic of Activist Investors, this time from the viewpoint of the CEO, the board of directors, and the institutional investors. Topics to be discussed will include: The Decision/ Need to Engage with such an Investor; How to handle "engaging" with an activist; Use of outside advisors- when useful and when not; "Pre-Planning" to be ready- "just in case" or rather "when it happens"; Business Model Changes; Financial Engineering; Board Compensation; Governance Changes.


  • 15

    Sep

    2015

    Classroom The CEOs Speak: Outlook for the Coming Year


    Please join us for our annual conversation with prominent New England based Chairs and CEOs, as they share a glimpse into their boardrooms and discuss the challenges and opportunities they see in the coming year.


  • 09

    Jun

    2015

    Classroom Due Diligence, "Deal Fever" and Integration Challenges


    U.S. merger and acquisition activity continues to increase and this year promises to be another active year. The credit markets remain favorable for M&A, with historically low interest rates and an improving lending environment. Corporate America's balance sheets are flush with cash. In addition, today's higher stock market valuations should encourage the private equity community to prioritize liquidity and potential sellers to take action in the months ahead. Under these circumstances it is likely that a growing number of public company boards will be involved in M&A transactions as 2015 unfolds. The directors who serve on these boards will find themselves immersed in a sometimes frenzied world of due diligence, “deal fever,” integration challenges and legal and fiduciary complexities. At the NACD New England Chapter's June 2015 Breakfast Event, a panel of experts will tackle a lightning round of provocative questions, sharing practical insights and ideas for board-level M&A leadership.


  • 12

    May

    2015

    Classroom Controversies Facing Boards: Focus on Best Practices and Learn from Directors


    Whether you are a director of a public or a private company, there are times of crisis that will accelerate the need to replace your CEO, "divorce" a director or even respond to viral social media “attacks” or product/operational meltdowns that affect your customers and stakeholders. These crises can quickly and significantly affect not only your company’s financials but they can also deeply can impact your company’s reputation. If lucky your company and its Board can manage the transition with as little pain and fanfare as possible. At other times you will find yourself dealing with troubled investors or customers, impacted communities, inquisitive regulators and the dreaded press leak. Hear from some of New England’s most experienced and notable independent directors as they share their stories and insights on strategies for handling these important and thorny issues


  • 29

    Apr

    2015

    Classroom 2015 NACD New England Director of the Year Awards


    The 9th Annual Director of the Year Awards recognizes leadership and accomplishment of directors in New England. This event is conducted by the only not-for-profit membership organization founded by and for corporate directors. Through a national presence in Washington, D.C. and over 20 active regional chapters across the country, the NACD is the leading organization dedicated to enhancing corporate governance in the United States. NACD has been active nationally for over 35 years. Each year, NACDNE recognizes independent directors of public, private, and non-profit boards who have made valuable contributions to the boards on which they serve, as well as entire boards that have significantly protected or enhanced stakeholder value. The awards will be presented at a formal ceremony on Thursday, April 10, 2015, at the Seaport Hotel.


  • 14

    Apr

    2015

    Classroom Shareholder Activism: What You Need to Know


    For corporate directors, the career implications of a shareholder activist campaign can be staggering. A 2013 study by The University of Chicago's Booth School of Business showed that by the third year after a proxy contest directors lose 17% of their outside directorships. In terms of the economic cost, researchers found directors of targeted companies experience a $1.3 million to $2.9 million loss of wealth. So when noted activists talk, it pays to listen. Our April 2015 Breakfast Event brings together four experts in the field of shareholder activism who will discuss the essential information you need as we slide into the 2015 proxy season. Matt Peltz's firm, Trian Fund Management, is embroiled in a campaign against DuPont. Jared Landaw's firm, Barington Capital Group, has just added two directors to the Board of OMONVOA Solutions and has nominated two more for election at lock-and-latch maker The Eastern Company. This comes after successfully pressing for the replacement of the Chairman and CEO of Darden Restaurants. Ethos Management's Kenneth Traub, sits on four company boards, while Damien Park's Hedge Fund Solutions is one of the nation's premier activist consulting firms. The threat of activist investors encircling your company can be intimidating. This event will enable you to understand why certain companies are targeted, and how to evaluate your own organization from an activist's perspective. Your reputation may depend on it.


  • 10

    Mar

    2015

    Classroom Not If, But When: Cyber Security for Companies in an Age of Inevitable Hacks


    With the recent SONY issues, the report on credit card hackings of several companies, and companies merging to take advantage of big data , what are the current issues in cyber security? The question for boards and executives is no longer if you are attacked, but when and are you ready. Join a discussion with Richard Clarke, Greg Touhill and Tom Bogan on critical cyber security questions


  • 10

    Feb

    2015

    Classroom The Nonprofit Director: Thriving in an Increasingly Complex Regulatory and Gover


    Nonprofit organizations play a critical role in the economy of the Commonwealth. From Healthcare to Social Services, Education to the Arts, they are part of the fabric of our quality of life often providing the pivotal link between the public and private sectors that enables successful collaboration. Serving as a director of a nonprofit can be a very fulfilling experience providing the opportunity to combine one s expertise with a passion for the mission of the organization. And increasingly, the governance of nonprofits has evolved to levels of sophistication and complexity similar to those at public companies. Our panel will discuss issues facing nonprofits and their boards today. From selection and recruitment of board members, to expectations and the role boards play in areas such as strategy and fundraising, we expect a lively and timely conversation.


    2 NACD collaborative credits

  • 11

    Nov

    2014

    Classroom Executive Compensation - A Practical Case Study


    Join us for a different approach to updating executive compensation practices for the Compensation Committee. You will be given a case study based on current issues facing Compensation Committees, and asked, as the Committee, to make a recommendation to the full Board. To provide a critique and observations, from the various points your Board will have to face, we have assembled a panel representing Directors, the Institutional Investor community and compensation consulting.


  • 10

    Feb

    2014

    Classroom Year End Governance, Accounting and Legal and Shareholder Up


    Cyber security and data protection; the reputational risks posed by social media; the SECês renewed focus on corporate fraud and its looming conflict minerals reporting deadline; heightened FCPA risk in a globalized world; growing demands for increased shareholder engagement and long-term performance. The array of challenges, risks, and opportunities shaping the business and regulatory landscape will put even the best of boards to the test in 2014. Join us for an open dialogue and timely updates on the hot-button issues and emerging risks that should be on every boardês radar as they close out the year and help guide their companies forward in a fast-changing environment. Drawing on the real-world experiences of seasoned directors and experts in the legal and audit professions, our facilitated panel discussion will offer practical insights and takeaways to help directors focus their own boardroom discussions and governance agendas in the year ahead.


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