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Directors Forum 2006
DIRECTORS, MANAGEMENT & SHAREHOLDERS IN DIALOGUE
January 29-31, 2006, University of San Diego |
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Program Agenda
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Sunday, January 29, 2006
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| 5:00 – 6:00 p.m. |
COCKTAIL RECEPTION
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| 6:00 p.m. |
DINNER AND KEYNOTE SPEAKER:
Aylwin Lewis, CEO, Sears Holding Corporation;
Director, The Walt Disney Co.
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Monday, January 30, 2006
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| 7:30 a.m. |
BREAKFAST & REGISTRATION
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| 8:15 a.m.- 8:30 a.m. |
WELCOME:
Linda Sweeney, Executive Director, Corporate
Directors Forum
INTRODUCTIONS:
Larry Stambaugh, Conference Program
Chairman
OPEN CONFERENCE & INTRODUCE
KEYNOTE SPEAKER:
Richard Koppes, Meeting Chairman
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| 8:30 a.m.- 9:15 a.m. |
KEYNOTE SPEAKER:
Nell Minow, Editor & Co-Founder, The Corporate Library
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| 9:15 a.m.- 10:30 a.m. |
PLENARY SESSION:
Impact Of Sarbanes-Oxley, 404 & Other
Corporate Reforms
MODERATOR:
Margaret (Peggy) Foran, VP Corporate
Governance & Corporate Secretary, Pfizer, Inc.
PANELISTS:
Lynn Turner, Director of Research, Glass,
Lewis & Co.; former SEC Chief Accountant
Alan G. Levin, Sr. VP & CFO, Pfizer, Inc.
Kayla Gillan, Founding Member, Public
Company Accounting Oversight Board
Nick Cyprus, Sr. VP, Controller and Chief
Accounting Officer, Interpublic Group of
Companies
Michael Lewis, CFO, Collectors Universe, Inc.
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| 10:45 a.m. - Noon |
PLENARY SESSION:
Who Should Be On The Board?
MODERATOR:
Ralph Whitworth, Founder and Principal, Relational Investors
LLC;
former Chairman,
Apria
Healthcare and Waste Management, Inc.
PANELISTS:
John Wilcox, Sr. VP & Head of Corporate
Governance, TIAA-CREF
Richard Ketchum, Chief Regulatory Officer,
NYSE
Norman Veasey, former Chief Justice,
Delaware Supreme Court
Richard Ferlauto, Director of Pension & Benefit Investment Policy, American
Federation of State, County & Municipal
Employees (AFSCME)
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| Noon – 1:30 p.m. |
LUNCH AND KEYNOTE SPEAKER:
Anne Simpson, Executive Director, International Corporate
Governance Network (UK)
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1:45 p.m. –
3:00 p.m. |
BREAKOUT SESSIONS #1:
A. Audit Committees – Best Practices Today
MODERATOR:
Lynn Turner, Director of Research, Glass,
Lewis & Co.; former SEC Chief Accountant
PANELISTS:
Ray Dittamore, Audit Chair, Invitrogen;
Director, Qualcomm and Gen-Probe
Lizanne Thomas, Director, Krispy Kreme;
Partner, Jones Day (invited)
Chuck Bowsher, Director, NASD and
Washington Mutual Investment Funds; former
Comptroller General of the United States & Head of the GAO
Elizabeth Mooney, Global Accounting
Analyst, The Capital Group Companies;
Member, Financial Accounting Standards
Board (FASB) Advisory Council
B. Proxy Advisory Services/Governance
Ratings – Do They Add Value?
MODERATOR:
Cynthia Richson, Corporate Governance
Officer, Ohio Public Employees Retirement
System (OPERS)
PANELISTS:
Pat McGurn, EVP & Special Counsel,
Institutional Shareholder Services
Greg Taxin, CEO, Glass, Lewis & Co.
Howard Sherman, Co-Founder & COO,
GovernanceMetrics International
James Melican, President, Proxy Governance
Daniel Siciliano, Executive Director, Program in Law, Economics & Business, Stanford Law
School
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| 3:15 p.m. – 4:30 p.m. |
BREAKOUT SESSIONS #2
C. Board Evaluations: How To Make
Them Work
MODERATOR:
David Nygren, Ph.D., Partner,Mercer Delta
Consulting, LLC
PANELISTS:
Shirley Peterson, Independent Trustee,
Scudder Mutual Funds; Director, Federal
Mogul Corp., Goodyear Tire & Rubber
Company & others; former IRS Commissioner
Bonnie Hill, Director, The Home Depot,
Albertsons, Inc., The Hershey Company & others
Lydia Beebe, Corporate Secretary, Chevron
Corporation
Dennis Johnson, Director of Corporate Governance, CalPERS
D. Executive Sessions of the Board: What is going
on with this process?
MODERATOR:
Richard Ketchum, Chief Regulatory Officer, NYSE
PANELISTS:
Phil Lochner, Comp Chair, Apria Healthcare; Director, Adelphia and
Solutia; former Chief Administrative Officer, Time Warner; former SEC
Commissioner
John Wilcox, Sr. VP & Head of Corporate Governance, TIAA-CREF
Siri Marshall, Sr. VP, General Counsel, General Mills, Inc.
Robert Sullivan, Dean, Rady School of Management, UCSD
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| 4:30 p.m. |
OPEN TIME
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| 6:00 p.m. |
COCKTAIL RECEPTION
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| 6:30 p.m. |
DINNER & KEYNOTE SPEAKER:
Patricia Dunn, Chairman, Hewlett Packard; Vice Chair, Barclays;
Forbes 2005 Top 20 Most Powerful Women in the World |
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Tuesday, January 31, 2006
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7:30 a.m.
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BREAKFAST
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8:15 a.m. - 9:30 a.m.
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PLENARY SESSION:
Hot Topics & Current Issues
MODERATOR:
Richard Koppes, Of Counsel, Jones Day; former General
Counsel, CalPERS; Director, Apria Healthcare, Valeant Pharm.
PANELISTS:
Jack Ehnes, CEO, California State Teachers’ Retirement System
(CalSTRS); Chairman, Counsel of Institutional Investors
Anne Simpson, Executive Director, International Corporate
Governance Network (UK)
Charles Elson, Chair & Director,Weinberg Center for Corporate
Governance, University of Delaware; Director, HealthSouth and
AutoZone
Mark Preisinger, Director of Shareowner Affairs & Deputy
Secretary, The Coca-Cola Company
Damon Silvers, Associate General Counsel, AFL-CIO
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9:45 a.m. - 11:00 a.m.
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PLENARY SESSION:
Board & Company Ethics: Setting The Tone At The Top
MODERATOR:
David Finegold, Professor, Keck Graduate Institute, a member
of the Claremont Colleges
PANELISTS:
G. Penn Holsenbeck, VP, Associate General Counsel & Corporate Secretary, Altria Group, Inc.
Siri Marshall, Sr. VP, General Counsel, General Mills, Inc.
Robert O'Leary, Chairman, Valeant Pharmaceuticals
Timothy Smith, Sr. VP & Director of Socially Responsive
Investing,Walden Asset Management
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11:15 a.m. - 12:30 p.m.
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PLENARY SESSION:
The Compensation Committee — Best Practices In Executive Pay
MODERATOR:
Phil Lochner, Comp Chair, Apria Healthcare; Director, Adelphia
and Solutia; former Chief Administrative Officer, Time Warner;
former SEC Commissioner
PANELISTS:
Ted White, Deputy Director, Council of Institutional Investors
John Seethoff, VP, Deputy General Counsel, Finance & Operations, Microsoft Corporation
Joseph Rich, President, Pearl Meyer & Partners
B. Kenneth West, Chairman NACD; Director, Freescale Semiconductor;
former Director, Motorola
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12:30 p.m.
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CLOSING REMARKS AND BOX LUNCHES
Richard Koppes,Meeting Chairman
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Schedule of sessions and invited speakers subject to change. Please check the Corporate Directors
Forum Web site at www.directorsforum.org/2006 for updates.
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Introduction 
