Governance in Focus Whistler, BC • August 21-24, 2016 Photo: Tourism Whistler / Mike Crane To register today or for more information, visit www.cscs.org/AnnualConference The Canadian Society of Corporate Secretaries 18th Annual Corporate Governance Conference The Fairmont Chateau Whistler | Whistler, BC | Aug 21-24, 2016 Conference at a Glance Pre-Conference Governance in Focus Sunday, August 21, 2016 The complexity of corporate governance requirements in law • Golf and Optional Tours and practice continues to grow and, in turn, so does the role of governance • First-timers’ Welcome Reception professionals. Issues and matters arise that require individuals to draw upon a • Welcome Reception wide range of knowledge and industry principles, and the Canadian Society of Corporate Secretaries (CSCS) is a leading resource. Day One Monday, August 22, 2016 The CSCS Annual Corporate Governance Conference, now in its 18th year, • Annual General Meeting provides a forum for networking and an invaluable opportunity to exchange • Keynote and Plenary Sessions ideas, discuss current challenges and exchange best practices. • Roundtable Discussions • Free evening for delegates This year’s conference, Governance in Focus, brings together leading governance experts and practitioners to provide perspectives on governance. Our featured Day Two keynote sessions include: Tuesday, August 23, 2016 • Discussing the Evolving Role of the Corporate Secretary: • Opening Plenary Session Carol Hansell, Founder and Senior Partner, Hansell LLP; Mary Jordan, • Concurrent Sessions: Chair, Vancouver Airport Authority; Dick Auchinleck, Chairman, Telus; • Track A: Leading Practices Margie Parikh, Former Chair, Mountain Equipment Co-op in Governance • Track B: The Board and • How to get Cyber Ready with: Robert Gordon, Executive Director, the Corporate Secretary Canadian Cyber Threat Exchange (CCTX); Ryan Kazanciyan, Chief Security • Track C: Critical Issues in Architect, Tanium, Joan Conley, Senior Vice-President and Corporate Governance Secretary, Nasdaq OMX Group Inc. • Workshops • Casual Evening: Reception, • Striking a Balance Between Rules and Principles: Andrew Fastow, former Dinner and Entertainment Chief Financial Officer of Enron Corporation;Richard Leblanc, Associate Professor, Law, Governance & Ethics, Faculty of Liberal Arts & Professional Day Three Studies, York University; Mike Garvey, FCPA, FCA, ICD.D, Chairman Kelvin Wednesday, August 24, 2016 Storage Inc.; Errol Mendes, Professor, Faculty of Law, University of Ottawa • Closing Keynote Panel • Challenges, Practices and Principles That Are Shaping Today’s • Concurrent sessions Boardroom: David Beatty, Professor, The Rotman School of Management and Conway Director, Clarkson Centre for Business Ethics and Board Effectiveness; Peter Dey, Chair, Paradigm Capital Inc.; Anna Tudela, VP, CPD hours and Diversity, Regulatory Affairs & Corporate Secretary, Goldcorp Inc. CLE credits During concurrent streamed sessions and workshops, speakers will discuss The 2016 annual conference program the demands of the board, achieving diversity and inclusion, hostile takeovers, is eligible for CLE credits and CPD the role of the corporate secretary, ESG disclosure, privacy and compliance, hours. We are currently in the risk management oversight, building a subsidiary framework, investor application process and will provide communications and more. Our goal is to provide in depth insights that will the complete credit details as they have you discussing, analyzing and even debating all of these issues. become available. Sessions at the conference may also We look forward to hosting you in Whistler as we connect and learn with be eligible for ICSA, CPA, paralegal or governance professionals across Canada. other credits. Please check with your individual jurisdiction. Lynn Beauregard President Attendees registered for CPD or CLE hours Brochure printing courtesy of: for the conference will receive a certificate of attendance following the conference. Tina Hutchinson Certificates of attendance may also be Director, Conference & Sponsorship requested via email after the event. Size. Strength. Industry Leadership. 2 Register today at www.cscs.org/AnnualConference Featured Keynote Sessions Chair’s Panel on the Evolving Role of the Corporate Secretary Monday, August 22 • 9:00 am - 10:15 am This opening keynote panel discussion with Board Chairs will focus on how they view the governance professional and corporate secretary and how they can contribute to board and director effectiveness, the processes that impact the overall quality of the governance of the organization, key practices that improve the quality of board and committee support, and the Chair’s role in the Corporate Secretary’s appointment, performance evaluation and succession planning. Moderator: Carol Hansell, Founder and Senior Partner, Hansell LLP Speakers: Mary Jordan, Chair, Vancouver Airport Authority; Dick Auchinleck, Chairman, Telus; Margie Parikh, Former Chair, Mountain Equipment Co-op Sponsored by: Guidance for Boards on Cybersecurity and Information Governance: What Can Organizations do to Get Cyber Ready Monday, August 22 • 10:45 am - 11:45 am Cyber-attacks on Canadian businesses are, unfortunately, a growing trend that is not going away anytime soon, and that has made its way to the top of most board agendas. Organizations of all sizes and sector need effective strategies to ensure they are prepared in the event of being targeted. RThis session will address the key oversight activities that boards and executive teams should be addressing in earnest in the event of a cyber-attack. Speakers: Robert Gordon, Executive Director, Canadian Cyber Threat Exchange (CCTX); Ryan Kazanciyan, Chief Security Architect, Tanium; Joan Conley, Senior Vice-President and Corporate Secretary, Nasdaq OMX Group Inc. Sponsored by: Register today at www.cscs.org/AnnualConference Canadian Society of Corporate Secretaries 18th Annual Corporate Governance Conference 3 Master Class in Ethics: Striking a Balance Between Rules and Principles Tuesday, August 23 • 8:30 am - 10:30 am In the wake of more corporate scandals, this session examines the lessons that can be gleaned from corporate corruption and the dangers of navigating the grey zones of corporate ethics. Panelists: Andrew Fastow, former Chief Financial Officer, Enron Corporation;Dr. Richard Leblanc, Associate Professor, Law, Governance & Ethics, Faculty of Liberal Arts & Professional Studies, York University; Mike Garvey, FCPA, FCA, ICD.D, Chairman Kelvin Storage Inc.; Errol Mendes, Professor, Faculty of Law, University of Ottawa. Sponsored by: Board and Director Effectiveness: Challenges, Practices and Principles that are Shaping Today’s Boardroom Wednesday, August 24 • 8:45 am – 9:45 am What makes a board effective? How can directors add more value to their boards and organizations? This illustrious panel comprised of two of Canada’s most seasoned governance gurus and a senior executive and corporate secretary, will explore the top issues on the board agenda and what to do in order to stay on top of key factors that can impact and challenge even the strongest governance structures. Speakers: David Beatty, Professor, The Rotman School of Management and Conway Director, Clarkson Centre for Business Ethics and Board Effectiveness; Peter Dey, Chair, Paradigm Capital Inc.; Anna Tudela, VP, Diversity, Regulatory Affairs & Corporate Secretary, Goldcorp Inc. Pre-Conference Sunday, August 21 12:00 pm Registration Opens 5:00 pm First-timers’ Welcome Reception A special welcome for our first-time attendees. Please join fellow first-timers and board members for an official welcome toast. 6:00 pm Welcome Reception Catch up with your peers, enjoy the hors d’oeuvres and Tourism Whistler/Mike Crane beautiful mountain setting. 4 Register today at www.cscs.org/AnnualConference Conference Program Monday, August 22 • Understanding potential legal and reputational risk exposure • Who is vulnerable? 7:30 am – 8:15 am • What type of insurance coverage should be considered? Breakfast in the Exhibitor Hall • Prevention and mitigation measures • Defining a response plan in case of an attack 8:15 am – 8:45 am • After an attack: what is incumbent on the CSCS Annual General Meeting organization to do, to communicate, to whom • What are the legal ramifications and proper due 8:45 am – 9:00 am diligence in the case of a threat or attack? • Communication plan and managing the impact of Opening Remarks an attack on the organization and its stakeholders 9:00 am – 10:15 am Speakers: Robert Gordon, Executive Director, Opening Keynote: Chair’s Panel on the Evolving Canadian Cyber Threat Exchange (CCTX); Role of the Corporate Secretary Ryan Kazanciyan, Chief Security Architect, Tanium, This opening keynote panel discussion with Board Chairs will Joan Conley, Senior Vice-President and Corporate focus on how they view the governance professional and Secretary, Nasdaq OMX Group Inc. corporate secretary and how they can contribute to board and director effectiveness, the processes that impact the Sponsored by: overall quality of the governance of the organization, key practices that improve the quality of board and committee 11:45 am – 1:15 pm support, and the Chair’s role in the Corporate Secretary’s appointment, performance evaluation and succession Networking Lunch in the Exhibitor Hall planning Find out how suppliers can make a corporate secretary’s Moderator: Carol Hansell, Founder and Senior Partner, environment more efficient. CSCS’ conference gathers