How do you manage stakeholder activism? How do you design an effective compensation program? How can you reduce your exposure to risk?
The Directors’ Consortium curriculum, designed and taught by Stanford GSB faculty, addresses the critical challenges facing public and private company board members who must focus on both conformance and performance.
With two distinct cohorts for public and private company board members, the rigorous and relevant curriculum is geared to the specific issues of the boards you serve on. Examine real-world scenarios and formulate action plans with a set of people who confront similar challenges. Discover research-based frameworks and best practices in class sessions, case studies, and special guest speaker sessions.
Key topics of your cohort-specific and shared sessions include:
- Financial reporting, compensation, fiduciary duties
- Governance and liability risk
- CEO succession and executive compensation
- Board oversight and advisory roles
- Mergers & acquisitions
- ESG, stakeholder activism, and cybersecurity
- Post Covid-19 work management
- Team building and group dynamics
Below is a sample of the tailored sessions you’ll attend with your select cohort.
This session will explore the various aspects of corporate finance that board members should know. It will cover three primary areas:
- Evaluating financial statements and financing decisions, including a review of the questions that a board member should ask in trying to understand a company’s true economic position
- Understanding the capital markets, including an examination of how the markets evaluate a company and how a board should — and should not — respond
- Evaluating M&A transactions, including a review of the questions that a board member should ask regarding any transaction.
Executive Compensation and Incentives
This session focuses on the motivation behind, and the process of, aligning incentives via compensation. You will examine the incentive properties of executive pay, the changes in compensation over the past two decades, and current trends in the features of compensation packages.
Cybersecurity and the Board
Cybersecurity is a high priority for businesses, executives, the military, and intelligence agencies. Not surprisingly, corporate boards are increasingly being dragged into discussions of cyber risks, cyber threats, and cyber governance — some willingly and some not so willingly. In this session, we will consider what role boards should play, and what board members should minimally know and do.
Director Liability Risk
The goals of this session are to reconcile the divergence between perceptions of personal out-of-pocket liability risk for outside directors and the reality of that risk. We will explain how directors can ensure that their companies’ directors and officers liability insurance policies and indemnification arrangements provide appropriate protection, and describe the board’s monitoring role in the D&O insurance claims process.
Recent Developments in Financial Reporting
This session will cover impending and proposed changes to financial reporting — for example, in the areas of revenue recognition, accounting for leases, and accounting for financial instruments. The session will also touch on differential standards for private companies, including the potential implications of those differences for Securities and Exchange Commission registrants. Finally, the session will consider some recent changes in US GAAP and in disclosure requirements, as well as several process issues related to SEC activities.