Corporate Governance Intensive

Session #1: Hot Topics in Corporate Governance
Presented by Lillian Brown, Stephanie Evans, and Justin Ochs, Partners with Wilmer Cutler Pickering Hale and Dorr LLP and Piers Fennell, Vice President and Associate General Counsel at E*TRADE Financial.

As companies continue to face emerging challenges surrounding the field of corporate governance, the call for in-house counsel to provide valuable insight to board members and senior management has become far more essential. This panel will provide guidance and actionable takeaways for both private and public company in-house counsel on recent developments and “hot topics” in corporate governance and M&A, in particular the following:
• Hot Topics for Board of Directors including: Managing Conflicts of Interest, Diversity, Technology Literacy, and Accountability
• Data Privacy and Cybersecurity • Increasing Importance of Environmental, Social and Corporate Governance (ESG)
• Corporate Culture Issues and Oversight
• Updates in M&A

Session #2: Crisis Management: Strategies For Avoiding, Mitigating and Responding to Crisis Events Presented by Anthony J.  Renzi Jr., Iain Wood, and Lauren Leyden, Partners with Akin Gump Strauss Hauer & Feld LLP and Paul Jolas, Senior Vice President, General Counsel and Corporate Secretary at U.S. Concrete, Inc.

While a crisis may take many forms, the manner in which a company prepares and responds to a crisis can determine the severity, duration, and scope of the crisis and its long term effect on the company. Panelist will discuss several recent crisis case studies to highlight effective strategies for avoiding, mitigating and responding to a crisis event, including:
*Government investigations and requests
*Catastrophic operational events and accidents
*Internal allegations and claims

Session #3: Practical Privilege Issues for In House Lawyers
Presented by Vidya Atre Mirmira and Colette T. Connor, Partners with Williams and Connolly LLP; Atul Saran, EVP, Corporate Development and General Counsel at Emergent BioSolutions Inc.; and Stefanee Handon, Assistant General Counsel at CoStar Group.  

Join us to learn how to maintain privilege when taking and preparing Board meeting minutes, how to reduce the risk of losing that privilege when wearing multiple hats, and how to satisfy the legitimate demands of your auditor without waiving privilege.

The preparation of meeting minutes, particularly for boards of directors, is generally seen as more art than science.  We will discuss both the limited jurisprudence governing this topic and practical dos-and-don’ts and the adverse effects of doing it wrong. In todays’ world, many corporate attorneys want to provide support to the C-Suite on a broad array of issues, but understanding the legal standard by which courts judge whether the work that the lawyer performed was protected by the attorney-client and/or work product protection is vital to ensuring that the information will not unexpectedly be discoverable later.  Independent auditors are under increasing pressure to identify and quantify serious risks to the enterprise in connection with rendering an opinion on the company’s financial statements. Learn how an inside counsel can balance those competing concerns and protect the company.