Webinar Recording

Webinar Series: Understanding Corporate Governance and Internal Investigations

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This webinar series will benefit in-house counsel, board members and senior officers involved in corporate decision making and controls. It will also assist inside and outside counsel advising companies and boards about best practices for corporate governance, litigation risks, ongoing litigation and internal investigations.

Session 1: Corporate Governance Best Practices

Our first webinar in the series describes the role and authority of officers and directors of a corporation. Greg and Sarah discuss at length the fiduciary duties of directors and officers of a corporation, including duties of care, loyalty, independence, candor and oversight. They give advice on the key issues and best practices for Board delegation of issues to committees or officers, including when to delegate, how to create sufficient internal controls and reporting structures and how to determine whether the corporation has sufficient information flow with respect to an issue. Greg and Sarah also identify potential litigation risks for directors and officers and how these risks can be mitigated through best practices that lead to the application of the business judgment rule.  

Speakers: 

Gregory A. Markel, Partner, Seyfarth Shaw

Sarah Fedner, Senior Associate, Seyfarth Shaw


Session 2: Internal Investigations by Board Committees

The ultimate authority to make decisions for a corporation is the board of directors acting by majority vote of independent directors. One of the powers that a board has is to delegate issues to a committee of the board if this delegation is approved by a majority of the independent directors. In the second webinar of the series, Greg and Sarah turn to the question of when should a committee be created and if it should conduct an internal investigation if it should be delegated to that committee.

Speakers: 

Gregory A. Markel, Partner, Seyfarth Shaw

Sarah Fedner, Senior Associate, Seyfarth Shaw


This webinar is accredited for CLE in CA, IL, NJ, and NY. Credit will be applied for as requested for TX, GA, WA, NC and VA. The following jurisdictions may accept reciprocal credit with these accredited states, and individuals can use the certificate they receive to gain CLE credit therein: AZ, CT, NH. The following jurisdictions do not require CLE, but attendees will receive general certificates of attendance: DC, MA, MD, MI, SD. For all other jurisdictions, a general certificate of attendance and the necessary materials will be issued that can be used in other jurisdictions for self-application. Please note that attendance must be submitted within 10 business days of the program taking place. If you have questions about jurisdictions, please email CLE@seyfarth.com.