Twelve weeks, five disciplines.
Every session answers a single question: what must a director know, ask, or decide? The curriculum assumes technical mastery and builds governance upon it.
The Fiduciary
Foundation
Duties, liability, and the board–management line.
The duties of care and loyalty, and where director liability actually arises under Caremark and its successors. The line between oversight and management, taught through governance failures on both sides of it. Committee structures, the board calendar, and executive sessions. How to read a board book, worked on a real one.
The central skill of the module is the conversion of an operator's instinct, here is how I would fix it, into a director's question: what would have to be true for management's plan to fail?
Finance and
the Audit Committee
Financial fluency, which is where most technical candidacies founder.
Directors are expected to read and question financial statements without assistance. For most technical leaders this is the widest distance between the skill they hold and the skill a nominating committee assumes they hold.
The module covers the 10-K as an oversight instrument, MD&A read against the strategy management presented, non-GAAP adjustments and what they reveal about incentives, internal control over financial reporting and what a material weakness means for a director personally, the audit committee's relationship with its external auditor, and the patterns that commonly precede restatements.
AI and Cyber
Oversight
Overseeing the function one used to run.
Fellows arrive as the most knowledgeable person in the room on this material, and the module asks them to set that posture aside. A board seat requires overseeing a former function rather than operating it, and most fellows find this harder than overseeing a domain they never mastered.
Positioning and
the Board Search
How board searches are actually run.
Who sees a specification first, how long lists become short lists, and where candidates are quietly eliminated. Positioning as an enterprise leader who holds a domain specialty, rather than as a technologist for hire. The board biography and the one-page profile. Interviewing as a candidate director rather than as an executive. And the assessment of an opportunity: D&O terms, litigation and restatement history, controlling-shareholder dynamics, and the culture of the board itself.
San Francisco
Simulations, the graded assessment, and a twelve-month candidacy plan.
The three days in San Francisco close Board Preparation and open the Search Year. Fellows leave with a complete board profile and a candidacy calendar reviewed by search firm faculty.
Five dimensions, assessed by the panel.
Each dimension is scored from one to five. The rubric is published to fellows at the start of Board Preparation, and fellows who need a second attempt take it at the following cohort's assessment window.