Does the intense scrutiny to which public companies are subject apply to not-for-profit entities? Being a director of a not-for-profit organization now carries with the honor of being an ambassador for the organization and possibly a donor, governance responsibilities which in many ways are identical to those of being a director of a public, for profit company. Indeed, as governance issues are becoming more complex and enforcement more rigorous in the public sector, the same issues are creeping into the governance requirements for directors of nonprofits of all sizes. Join our discussion of current developments on a range of issues including board composition, pay practices, cybersecurity and director responsibility.
Bart Friedman is Senior Counsel in Cahill Gordon & Reindel LLP's litigation practice group.
Bart advises leading financial institutions and global corporations, boards of directors, audit committees and officers and directors of publicly-held companies in significant corporate and securities matters, corporate compliance and enforcement challenges. He has practiced at Cahill for over thirty years.
Bart is currently representing the Audit Committee or Boards of several leading global companies and financial institutions, including Wal-Mart, Qualcomm and Freddie Mac. He earned his J.D. at Harvard Law School in 1969 and was on the research faculty of Harvard Business School during and following his graduation from Harvard Law School and prior to his joining Cahill.
Bart has served as Vice-Chair of the Juilliard School Board of Trustees, and currently is on the Board of The Cooper Hewitt Smithsonian Design Museum and serves as Treasurer, is on the Board of The Brookings Institution and Chairs its Audit Committee, and is on the Board of Lincoln Center and Chairs both its Audit Committee and Compensation Committee; he also Chairs the Board of the Sanford Bernstein family of Mutual Funds and is the Lead Director of Zurich based Allied World Assurance Holdings (AWH). He is on the Membership Committee of the CFR.
Sandra Pace, Managing Director of Steven Hall & Partners, is the leader of the Firm’s Non-Profit Practice. Ms. Pace advises non-profit organizations on matters related to executive and trustee compensation, including governance and compliance. Additionally, she has over 20 years of experience advising both publicly and privately held companies on executive compensation, Board remuneration and related corporate governance matters.
Ms. Pace is a frequent author and speaker on topics related to executive compensation and governance matters for organizations such as The National Association of Corporate Directors, Directorship, WorldatWork, Global Equity Organization, National Association of Stock Plan Professionals, Philanthropy NYU and Compensationstandards.com.
Prior to joining Steven Hall & Partners, Ms. Pace served as Vice President at Pearl Meyer & Partners.
Senior Vice President & Deputy Corporate Secretary, HSBC North America Holdings, Inc.
Lopa P. Zielinski serves as Senior Vice President and Deputy Corporate Secretary at HSBC North America Holdings, Inc. Prior to joining HSBC, Ms. Zielinski served as Director and Associate General Counsel, Corporate Governance for TIAA, a full-service financial services group of companies. On behalf of the boards of the TIAA group of companies, Ms. Zielinski worked to enhance the governance and social responsibility practices of companies held within TIAA’s investment portfolios with the objectives of increasing shareholder value and improving long-term performance of targeted companies. She had also served as Director and Counsel in the office of Corporate Secretary at TIAA.
Previously, Ms. Zielinski served as in-house securities and governance attorney for Martha Stewart Living Omnimedia, Inc. In addition, she practiced corporate law in New York and New Jersey and has previous work experience with FINRA and White and Case, LLP. Ms. Zielinski also served as a judicial law clerk to the Honorable John A. O'Shaugnessy, in the Superior Court of New Jersey. Ms. Zielinski received her LL.M. in securities and financial regulation from Georgetown University Law Center, her J.D. from New England School of Law, where she was a managing editor of the New England Law Review, and her B.A. from Lehigh University. She is a Board Member of World Savvy, a non-profit organization that is the leader in global competence education. She also serves on the steering committee of the Women In Capital Markets group of the Center for Audit Quality and has served as faculty for the Practicing Law Institute, and Society for Corporate Governance.
Vice Chairman & Deputy CEO (Retired), Deloitte LLP
Bob Kueppers retired from Deloitte LLP in 2015 after 39 years having been a senior partner of the US firm. He is a Regulatory and Corporate Governance expert with significant experience in Washington DC having led or overseen Regulatory activities, Government Affairs, and Public Policy for Deloitte. During his tenure at Deloitte, Kueppers worked extensively with the audit committees of many Deloitte audit clients, particularly as Advisory Partner on: The Dow Chemical Company, General Motors Company, The Boeing Company and Best Buy Inc.
Kueppers has extensive non-profit board experience. He is currently or has been the Chair of the United Way of New York City, the Carlson School of Management at the University of Minnesota, and the SEC Historical Society in Washington DC where he was also a founding trustee. He also serves or served on the boards of the Committee for Economic Development, The Ira Millstein Center for Global Markets & Corporate Ownership at Columbia University, and American Corporate Partners, a US veterans mentoring organization.
In 2009, 2012, 2013, and 2014 Mr. Kueppers was recognized by the National Association of Corporate Directors (NACD) Directorship magazine as one of the top 100 influential professionals in corporate governance and in the boardroom. Mr. Kueppers is an active member of the National Association of Corporate Directors (NACD), and is a Board Leadership Fellow.