CPE Credit: 13 Hours • MCLE Credit: Up to 13 Hours
ISS Accredited Boardroom Education Program

2003  CONFERENCE  AGENDA


MONDAY, JUNE 9, 2003
 


Deluxe Continental Breakfast & Registration
7:00 – 8:15 AM

Welcome & Opening Remarks
8:15 – 8:30 AM

Legal & Regulatory Update
8:30 – 10:15 AM

Sarbanes-Oxley: One year later
  • Where are we?
  • Has the Act had the intended effects and/or unintended consequences?
  • Has Sarbanes-Oxley promoted good governance?
  • Has Sarbanes-Oxley resulted in the federalization of state corporate law?
Stock Exchange rules
PACOB actions
Other significant regulatory actions

Morning Break
10:15 – 10:30 AM

Who’s Measuring Corporate Governance?
10:30 AM – 12:00 PM

Why the market has developed
Who follows the measurements?
Are they valid measurements of good corporate governance?

Luncheon & Speaker
12:00 – 1:30 PM

Building an Effective Board
1:30 – 2:45 PM

Director independence and performance evaluations
Qualifications of directors
Board recruitment and retention issues
Board evaluation under Stock Exchange rules
Nominating committee—management recruitment and succession planning
Interpersonal dynamics between board members and within committees

Audit Committee Panel
2:45 – 4:00 PM

Audit committee basic principles
Creating a framework for effective audit committee oversight
Current issues facing audit committees

Afternoon Break
4:00 – 4:15 PM

Breakout Sessions (Choose one of three)
4:15 – 5:15 PM

Nuts and Bolts: Policies, Practices & Procedures Designed to Promote Good Governance
The things you need to put into place before a crisis occurs
Codes of conduct
Questions for auditors
Whistleblower provisions

Should You Be a Public Company?
Going public in today’s environment
Public going private (with governance implications)
Lessons learned from accounting failures
Pros vs. cons

Implications for Foreign-Based Corporations
To what extent do the rules impact you?
Perspectives from overseas

Cocktail Reception
5:15 – 7:00 PM


TUESDAY, JUNE 10, 2003
 


Deluxe Continental Breakfast
7:00 – 8:00 AM

Program Review
8:00 – 8:15 AM

How Are Effective Boards Operating?
8:15 – 9:30 AM

Is oversight still the board’s function or is it more?
What is oversight?
Where does oversight end and managing begin?
Does the effective board need to use outside advisors?
What drives substance?

How to Detect, Deter & Deal with Corporate Wrongdoing
9:30 – 10:30 AM

Anatomy of an investigation
The role of the board
The Special Committee
When to call the authorities
Work product and privilege issues
How to deal with parallel proceedings with conflicting objectives
Cooperation—what it means

Morning Break
10:30 – 10:45 AM

Enforcement Actions
10:45 – 11:45 AM

SEC hotspots: Key enforcement actions and initiatives
Liability issues for officers, employees and auditors
Criminal enforcement and prosecution

Litigation & Shareholder Actions
11:45 AM – 12:30 PM

Judicial activism: Has corporate scandal turned the tide in securities litigation?
Significant developments in securities and corporate litigation
D&O insurance update: In a hard and demanding market, how good governance can help you maximize your liability coverage and minimize your risk

Final Thoughts & Open Forum
12:30 – 1:00 PM

Conference Ends
1:00 PM




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KPMG’s Audit Committee Institute

KPMG created the Audit Committee Institute (ACI) to enhance the awareness, commitment, and ability of audit committee members and senior officers to implement effective audit committee processes. ACI’s initiatives include semiannual roundtables, publication of KPMG’s Audit Committee Quarterly, conference and board presentations, a toll-free hotline, periodic distribution of time-sensitive information, and a Web site, www.kpmg.com/aci.

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