Course ID: TCD

The 21st Century Director: Ethical and Legal Responsibilities of Board Members

The first years of the 21st century have seen unprecedented changes in the roles and demands on corporate and nonprofit directors. Board members now cope with ever-fuller agendas, greater potential liability and demands by shareholders, regulators, activists and the government. This seminar discusses the legal and ethical responsibilities of Directors and the special responsibilities of Audit Committee members.

  • Understand the legal and ethical responsibilities of corporate and not-for-profit directors.
  • Identify and assess ethical issues as a director
  • Understand how the failure to make ethical decisions affected recent business failures.
  • Understand the role of the audit committee and the audit committee financial expert.

  • The changing role of directors
  • The impact of constituent activism on ethical and legal responsibilities
  • The impact of recent business failures, Sarbanes-Oxley and Dodd-Frank
  • The meaning of “Fiduciary Duty” and its impact on responsibilities
  • The “Business Judgment Rule”
  • The importance of directors and officers insurance and what to look for in policies
  • Responsibilities of various committees
  • Audit committee qualifications
  • The Audit Committee “Financial Expert”
  • The skills and experience needed for new board members
  • How to work with your organization’s board
  • How to be the best director you can be! Cases and Group Discussion: This seminar includes group discussion of eight case studies.

This seminar is for those who serve, or aspire to serve, on a board of directors, or finance professionals who work with the boards of their organizations. The seminar discusses public, private and not-for-profit boards.


Executive Education, Inc.



This course is available to be scheduled as:

Group Live

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