The High Performing Private Company Board

Wednesday May 11, 2016

3-8 pm Registration Open

4-5:15 PM Preconference Session: Starting and Building the Private Company Board

Where do you start? A special session for owners/shareholders of privately-owned companies who are at the early stages of designing, launching or building a fiduciary or advisory board. The focus will be on best practices, the role of independent directors, and will feature case studies from companies that have recently launched their boards.

Speakers:  Larry Siff, CEO, Neptune Advisors, Director, Kayem Foods Inc., Mason Companies Inc.; Steven R. Walker, General Counsel, Secretary, and Director of Board Advisory Services, National Association of Corporate Directors, Director, Objective Interface Systems, ContractRoom; Pascal Levensohn, Director, C. Mondavi & Family, Inc.; Chairman, ShotSpotter Inc., Mixed Dimensions 3D, Cure Network Dolby Acceleration Partners LLC

Moderator:  Barbara Spector, Editor, Family Business Magazine

5:45-7:00 PM Opening Session: The Board’s Role in a Crisis

While publicly owned companies in crisis dominate the news cycle, privately owned companies also face crises—cyber attacks, product recalls, public relations disasters and more. This session will focus on the board and its role in crisis communications and actions for the privately held company—establishing a crisis plan, communicating with shareholders, employees, community and customers, and overseeing the company’s path to putting the crisis behind before permanent damage is done.

Speakers:  Howard Brod Brownstein, President, Brownstein Corporation; Director, P&F Industries; Daniel Korschun, Associate Professor of Marketing and fellow, Center for Corporate Governance, Drexel University; Mary E. Landry, Director, The United Services Automobile Association, Rear Admiral (ret), United States Coast Guard; Challis Lowe, Director, Seaway Bank & Trust

Moderator:  Davia Temin, President and CEO, Temin and Company

7:00-9:00 PM Networking Reception and Buffet Dinner

Thursday May 12, 2016

7:30-8:30 AM Breakfast

8:30-8:45 AM Conference Introduction

Deborah L. DeHaas, Vice Chairman, Chief Inclusion Officer, and National Managing Partner of the Center for Corporate Governance, Deloitte LLP

8:45-9:15 AM Keynote Address

Peter Mondavi, Jr., Co-Proprietor, Charles Krug Winery

9:15-9:30 AM Networking Break

9:30-10:45 AM Panel: Dealing with Conflicts of Interest on Private Company Boards

Private company boards have many opportunities to create conflicts of interest—family members on the board, favored attorneys or consultants, and more. This session will focus on how to create a clear distinction between a board member’s role on the board and other roles they may play within or for the company, and how private boards define and use truly independent directors.

Speakers: Grant Lundberg,  ​CEO, Lundberg Family Farms; Jim McHugh, Director, Southworth International Group Inc. and Kennebec Technologies Inc.; Ernest M. (Bud) Miller, Jr., ​Director, A. Duda & Sons, DKH, Incorporated, D&K Insurance Agency, ECI, Inc.

Moderator: Stephanie Brun de Pontet, PhD, Senior Consultant, The Family Business Consulting Group

10:45-11:15 AM Networking Break

11:15-12:15 PM Panel: Preparing for the Board Meeting

How do you ensure that the board meeting provides maximum value to the private company’s ownership, management and board members? It’s all in the preparation. This session will look at the best practices of high performing private boards, from pre-meeting materials, the board meeting agenda and binder, and effective follow through after the board meeting. Attendees will be encouraged to submit their own board meeting materials for (anonymous) review by a panel of serving directors and board chairs.

Speakers: Anne Eiting Klamar, M.D.,  Chairperson, Midmark Corporation; Eileen C. McDonnell, Chairman and Chief Executive Officer, Penn Mutual; Dennis Chookaszian, Retired Chairman and CEO, CNA Insurance Companies.

Moderator:  Ray Judge, Regional Sales Director, Diligent

12:15-12:45 PM Networking Break

12:45-2:15 PM Lunch and Keynote Conversaton

Speakers:  Julia H. Klein, Chairwoman and CEO, C.H. Briggs Co.; Jayne Millard, CEO, Turtle & Hughes, Inc., Kathryn Swintek, Director, Turtle & Hughes, Inc.

2:15-3:45 PM Expert Briefings

40 minutes sessions; repeats twice

• The IPO/M&A-ready Board:  Bob Lamm, Independent Senior Advisor, Deloitte's Center for Corporate Governance
• Onboarding independent/non-family directors:  Jim McHugh, Director, Southworth International Group Inc. and Kennebec Technologies Inc.
• Board strategy:  Allan Grafman, CEO of All Media Ventures, Director, Blue Socks Media
• The board's role in corporate culture:  Alyson Daichendt, Director, Deloitte Consulting LLP
• The dynamics of family members on the board:  Deborah Hicks Midanek, CEO & Chairman, Solon Group, Inc., Advisory Board Member, The Biltmore Company, Independent Director Representative, Richcourt Funds
• Private board committees:  Margaret Pederson, President, Amirexx, Director, Viad, Xamax Industries and TextureMedia
• Director and board evaluations:  Wayne Yetter, Director, InfuSystem Holdings, Inc. (INFU), Special Diversified Opportunities Inc. (SDOI), and MTG Biotherapeutics, Inc. and Robert Rosone, Director, Deloitte LLP
• The board’s role in talent oversight and development: Lowell W. Robinson, Director, EVINE Live, Higher One, Support.com and The Smithsonian Libraries

3:45-4:00 PM  Networking Break

4:00-4:30 PM Case Study: Cyber Security and the Private Board

In a world where hackers—either on their own, or sponsored by foreign governments—can bring a company to its knees, the private company board needs to be prepared to deal with cyber attacks, and cyber security breaches. This case study will focus on preparing a cyber plan, and on executing that plan in the event of a cyber attack.

Session leader:  Simone Petrella, Chief Cybersecurity Officer, CyberVista

4:30-5:00 PM Recruiting Directors for the Private Board

Building an effective private company board can depend on the “fit” of prospective directors, in addition to their skillsets, talents and experiences.  This session will focus on what to look for in recruiting directors, from the discovery process, to interviewing and securing commitment.

Speaker:  Barbara Hackman Franklin, Director, Aetna Inc.; Former U.S. Secretary of Commerce

Moderator:  Mark Rogers, CEO, Board Prospects

6-9 PM Group Dinner and Private Company Boards of the Year Award

National Press Club, Washington, D.C.

Friday May 13, 2016

8:00-9:00 AM Breakfast

9:00-9:45 AM Keynote Interview

Admiral Bobby R. Inman, USN (Ret.), Managing Director, Genfor Ventures and Limestone Capital Advisors

Interviewed by Dennis Cagan, Director, Acorn Technologies, HeartStories, Prista Corp, Pratter, Inc.

9:45-11:00 AM Panel Private Company Capitalization, Liquidity and Shareholder Return

One of the most pressing issues facing a private company is capitalization and liquidity, and the ability to fund both growth and shareholder dividends. How do you raise money without losing control? This session will focus on where and how the board can assist the company in generating alternative capitalization strategies, including ESOPs, and raise capital for growth, M&A and shareholder liquidity.

Speakers:  Mary Tanner, Senior Managing Director, Evolution Life Science Partners; Ken Baker, CEO, New Age Industries; Gerry Czarnecki, Director, State Farm Insurance, MAM Software Group, Inc.

11:00 AM Conference Summary and Close