3RD ANNUAL COMPREHENSIVE Director Certificate Program Embassy Suites Hotel 550 Winter Street Waltham, MA 02451 Registration: 8:30 a.m. Program: 9 - 12:30 p.m. * Pilot Evening Session: Registration: 3 p.m. Program: 3:30-7:30 p.m. Session 1: Wednesday, January 21 (Pilot Evening Session)* or Thursday, January 22 INTRODUCTION TO BANK REGULATION This session will cover the bank regulatory system, the elements of risk, safety and soundness, deposit insurance and bank examinations and enforcement tools. Session 2: Thursday, February 19 UNDERSTANDING THE LENDING FUNCTION This session will cover the importance of the lending function. Failure of the board to provide appropriate guidance for and oversight of the lending function is a primary contributor of bank failure. This session is designed to help the bank director better understand the most significant contributors to lending problems, and the expectations regulators have as to the most appropriate ways to manage the inherent risks in lending. Session 3: Thursday, March 19 UNDERSTANDING KEY FINANCIAL ISSUES This session will review the key financial issues bank regulators expect the bank director to understand—capital, earnings, liquidity and intererest rate risks. Session 4: Thursday, April 16 UNDERSTANDING OPERATIONAL AND ENTERPRISE RISK This session will explain the basic principles of risk management in a bank – the various kinds of risk, the COSO process for managing those risks and the board’s role in risk oversight. As part of this exercise, we will review the most common operational risk in a bank and the process for controlling them. We will then explain how the board should determine a bank’s risk appetite and tolerances and the various governance structures bank boards can use to manage them. We will conclude our program with a discussion of enterprise risk management – which incorporates operational risk management, control systems and traditional safety and soundness principles into an integrated system for controlling the many risks faced by a bank. Session 5: Thursday, May 21 DEALING WITH PEOPLE AND COMPENSATION ISSUES This session will cover the “people issues” that arise at various levels within a bank - personnel administration, hiring and firings, compensation, succession planning and development, executive employment and deferred compensation arrangements, regulatory restrictions and employment disputes. Session 6: Thursday, June 18 CORPORATE GOVERNANCE AND STRATEGIC PLANNING Good corporate governance is fundamental to a bank’s success. Bank Directors have a fiduciary duty to ensure that the bank and its management carry out the strategic vision and govern the overall operation of their banks. Institutions that are well–run have similar characteristics which are discussed in this final session of the series. The role of a bank board member should be clearly defined; they should bring their skills and expertise to the bank’s board, work well with management and one another, address problems and plan for the future. These efforts will contribute to the bank’s overall performance. Co m p re h e n s i ve D i re c to r Ce r t i f i c ate Pro g ra m Faculty: Thomas A. Barnes, Consultant, Former Deputy Director, Office of Thrift Supervision John J. O’Connor III, Principal, Crown Point Management Solutions LLC, Scituate, Former CEO, South Coastal Bank and The Community Bank, Bank Director at Randolph Savings Bank John M. Prendergast, Vice President Supervision, Conference of State Bank Supervisors, Washington D.C., Former Deputy Commissioner and Chief Risk Officer, Massachusetts Division of Banks Stanley V. Ragalevsky, Partner, K&L Gates LLP, Boston The Massachusetts Bankers Association is pleased to be entering its third year of the Bank Director Certificate Program. The program is a six session comprehensive workshop on topics essential to the role of a director. Our faculty has years of direct experience in the banking industry, as former regulators, bank consultants, CEOs, board members and as legal counsel. These six sessions provide attendees with both foundational knowledge and the latest information on best practices in all the critical areas that directors must understand, including risk management and human resource issues, consumer compliance issues, compensation and corporate governance. Sessions can be taken at any time. Upon completion of all six sessions, directors will receive a certificate for the program. We understand the time constraints of directors. New this year, is the addition of a pilot evening session that will take place from 3:30 PM – 7:30 PM. If there is sufficient enrollment for the evening session, we will expand the evening option for all six sessions (the Wednesday before the morning program.) Topics Covered • • • • • • • • • • • • • • • • • • • • • The Bank Regulatory System Compliance Risk Bank Examination Case Study The Importance of the Loan Review Function Hot Button Lending Issues Regulatory Expectations for Appropriate Risk for the Lending Function Enterprise Risk Management Setting Risk Appetite Process for Operational Risks Control Understanding the Uniform Bank Performance Report/Quarterly Call Report Understanding Bank Capital Requirements Fundamentals of Bank Liquidity Key Loan Portfolio Financial Metrics Understanding Investment Portfolio Strategies and Risk Overview of Asset/Liability Management and Interest Rate Risk Overview of Key Earnings/Profitability Measures Board Oversight of Bank Finances Common Legal Issues Affecting Employees Executive Development Executive Compensation and Contract Elements of Corporate Governance Strategic Planning Sessions: Session 1: INTRODUCTION TO BANK REGULATION *January 21, 2015 | 3:30 - 7:30 p.m. (Pilot Evening Session) or January 22, 2015 | 9:00 a.m. - 12:30 p.m. Session 2: ELEMENTS OF AN EFFECTIVE LENDING FUNCTION February 19, 2015 | 9:00 a.m. - 12:30 p.m. Session 3: UNDERSTANDING KEY FINANCIAL ISSUES March 19, 2015 | 9:00 a.m. - 12:30 p.m. Session 4: UNDERSTANDING OPERATIONAL AND ENTERPRISE RISK April 16, 2014 | 9:00 a.m. - 12:30 p.m. Session 5: DEALING WITH PEOPLE AND COMPENSATION ISSUES May 21, 2015 | 9:00 a.m. - 12:30 p.m. Session 6: CORPORATE GOVERNANCE AND STRATEGIC PLANNING June 18, 2015 | 9:00 a.m. - 12:30 p.m. Tuition: Registration per person: Single Session Member: $205 AM | $215 PM (includes dinner) Single Session Non-Member: $410 AM | $430 PM (includes dinner) Comprehensive Director Certificate Program 2015 registration Institution_________________________________________________________________ Billing Address_____________________________________________________________ City___________________________________State_________ Zip___________________ Telephone_________________________________________________________________ Email_____________________________________________________________________ Name_____________________________________________________________________ Title______________________________________________________________________ Session(s)_________________________________________________________________ Name_____________________________________________________________________ Title______________________________________________________________________ Session(s)_________________________________________________________________ Name_____________________________________________________________________ Six Session Members: $1,195 for all six sessions Six Sessions Non-Members: $2,390 for all six sessions Cancellation and Refund Policy: A $100 per person cancellation fee will be charged if cancelled prior to seven business days of the program. No refunds for cancellations made within seven business days of each module. This applies whether you email, fax or mail your application. Substitutions from your bank are encouraged if you are unable to attend. Please note that if you don’t cancel, but fail to attend, you will be invoiced for the entire cost of the program. Registration Deadline: To assist us in planning, registrations should be received no later than January 7, 2015. Direct inquiries or registration/cancellation information to Pat Tabolsky [email protected] Title______________________________________________________________________ Session(s)_________________________________________________________________ Pl e a s e send t hi s fo r m to : M a s s. B a n k e r s A s s o c i a t i o n - C D C P 1 5 O n e Wa s h i n g t o n M a l l, 8 t h Fl o o r Boston, MA 02108-2603 o C h e c k m a d e p a y a b l e t o M a s s. B a n k e r s A s s o c i a t i o n : Am o u nt : $ _ _ _ _ _ _ Fa x credit card p ay m e n t s to o u r s e c u re f a x l i n e : 6 1 7 - 2 4 9 - 0 4 4 1 . P C I Co m p l i a n ce m a n d a te s t h a t p ay m e n t s m a d e by c re d i t c a rd fo r m b e f a xe d, d o n o t e m a i l. o M a s t e r C a rd o Vi s a o A m e r i c a n E x p re s s o D i s c o ve r Card Number______________________________________________________________ Expiration Date__________________________________ Amount $___________________ Signature_________________________________________________________________
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