NACD Southern California Chapter:  How Informed Board Members Can Navigate a Difficult Transaction in 2015

Potter Anderson partner, Myron T. Steele, will speak on a panel presentation entitled "How Informed Board Members Can Navigate a Difficult Transaction in 2015" at the National Association of Corporate Directors, Southern California Chapter conference on November 11, 2014.

There have been several high-profile transactions in the last 18 months that have highlighted the role of directors. The transaction landscape, which has picked up meaningful steam in recent months, is constantly changing and you may be appointed to a Special Committee of your Board to oversee the transaction. 

• How does the Board respond when a CEO receives a call from a competitor or an activist?
• What are the questions you should ask before the Company even engages in any discussions?
• How does the full Board form a Special Committee and determine its composition and its responsibilities?
• Are you fully aware of all the risks associated with being on a Special Committee?

Do Change of Control provisions and compensation affect the CEO's behavior towards the transaction?

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