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Description

The ICD-Rotman Directors Education Program (DEP), jointly developed by the Institute of Corporate Directors and the University of Toronto’s Rotman School of Management, is the leading national education program for experienced board directors in Canada. It is offered at Canada’s top business schools and was designed to build the competencies deemed necessary to be an effective director. Since the launch of the DEP, 6200 directors have completed the program, taking the first step towards acquiring the ICD.D designation.

Eligibility

The DEP is not an entry-level director education course. It has been developed for experienced directors who wish to hone their skills and be more effective.

  • The course itself is focused primarily on for-profit governance with an emphasis on the governance of publicly-traded corporations. As such, the course is most appropriate for directors with for-profit governance experience or those directors and professionals with near-term opportunity to serve on for-profit boards.

    Eligibility:

    Admission into the DEP is granted to those applicants who meet the minimum national experience standard (the ‘bar’). The bar reflects the focus of the DEP on for-profit director effectiveness. The bar represents a combination of business acumen and professional experience, board service and director experience, and other factors such as education and honours, supported by appropriate references. Your application will be reviewed by an admissions committee and it is, therefore, important that you provide as much detail as necessary within this online application form. If you have any questions about your eligibility for the DEP please contact Hadi Hassani at education@icd.ca or 416-593-3348.

    Board Experience:

    Except in exceptional situations all admitted participants will have appropriate experience as a director. Preference is given to DEP applicants who have experience on for-profit boards. Preference is also generally given to those who have held independent board positions, as opposed to executive or ex-officio positions. Crown corporation boards and large non-profit boards that act as oversight boards are preferred over management boards or boards focused primarily on singular activities such as fundraising. While some consideration may also be given to applicants who have not served directly on boards but have extensive experience advising or otherwise working with boards (e.g. professionals who may have been prohibited from serving on boards by virtue of their professional capacity but advise and serve boards extensively), it should be noted that the DEP Admissions Committee does not consider this to be a substitute for experience as a sitting director, but rather as a complementary piece.

    Executive Experience:

    In addition to board experience, DEP applicants should also have a highly successful track record of senior executive or professional experience and be able to demonstrate significant business acumen. The DEP Admissions Committee is looking for individuals that have shown an ability to lead, innovate and inspire success at the highest professional levels, and have developed both a breadth and depth of experience as a result – the same qualities that will, in turn, serve them well as directors of for-profit corporations and complex organizations.

    References:

    The DEP Admissions Committee considers references to be an important part of the applicant’s overall admissions package and encourages appropriate referees. Applicants are encouraged to provide references from fellow directors, professional peers or superiors, or other senior leaders who can comment on the applicant’s experience, character, and suitability for the program. Preference is given to references from DEP graduates, members of the ICD, and sitting directors who are familiar with the DEP focus and the DEP learning environment. Referees should be free of any material conflict with the applicant and applicants should avoid references from direct reports (which would include, for example, a CEO serving as a referee for a member of his/her board) and suppliers (including a service provider to the applicant - or to the organization of the applicant - serving as a reference, such as lawyers, accountants, auditors, etc.) who may feel encumbered due to the nature of the relationship.

Objectives

Directors are continually challenged by information gaps, time squeezes and the behavioural dynamics that can be encountered in the boardroom. The DEP has been specifically designed to help experienced directors overcome these challenges by introducing activities and processes that will assist them in fulfilling their role.
  • Complemented by some of Canada’s most accomplished and highly respected directors-in-residence, this course is taught by leading governance experts and is delivered in 4 modules, currently consisting of 5-6 half-day online sessions each. Module delivery format subject to change in 2021.

    The program offers experiential learning through breakouts and board simulations tailored to meet the needs of directors from public and private companies, Crown corporations, public institutions, co-operatives, and large not-for-profit organizations across Canada.

Benefits

Optimize your governance mission and fully exercise your leadership potential as a board director.
    • DEP Alumni benefit from becoming part of a national network of 6,200 program graduates and about 15,000 ICD members across Canada.
    • A dynamic learning environment rich with peer-to-peer insights, director dilemmas, board and committee simulations and case studies.
    • Benefit from the collective knowledge and experience of an unparalleled faculty - national and local academics, seasoned directors and leading governance experts.
    • Expanded networking opportunities with an unparalleled group of professional peers, locally and nationally.
    • Flexible scheduling to meet your unique needs - modules may be taken in any of the eleven cities where the DEP is offered.
    • The first step towards the ICD.D designation upon completion of a written examination and a board meeting simulation chaired and vice-chaired by some of Canada's most senior directors.
    • Non-members of the ICD receive a one-year membership upon application.
    • The ICD is a founding member of the Global Network of Director Institutes (GNDI), opening the door to the global director community.

Admission

The DEP admissions policy has been developed with a belief that positive learning environments are best achieved when a class is constructed by balancing diversity, experience, and the ability of participants to contribute positively within the board director group.
  • Admissions Process:

    The DEP is not an open-enrollment program, and has a competitive admissions process. Space is limited and there is no guarantee of admission into the program.

    Applications for each program are accepted up until that program’s respective application deadline, after which they are all evaluated collectively by the DEP Admissions Committee. You will receive notification of the Admissions Committee's decision by email about one month prior to the program start date.

    Applications are weighed on their own merits, and against one another, and only those applicants that meet the DEP eligibility requirements will be considered for admission into the program.

    How to Apply:

    Once you’ve reviewed the DEP eligibility requirements and confirmed that you meet all the necessary criteria, fill out the application form for the DEP in the location of interest and submit supplementary documents as per the instructions on the application form.

    Pre-Approvals for future DEP Cohorts:

    In the event that more applicants meet the DEP’s eligibility requirements than there are spaces in the program, the Admissions Committee will put together a class from the approved applicants that best meets the desired balance described above. Those applicants that are approved for admission to the DEP, but cannot be accommodated in that specific cohort, will be pre-approved for the next DEP cohort in that city.

DEP Graduates

Since the launch of the DEP, 6,200 directors have successfully completed the program, taking the first step towards acquiring their ICD.D designation.
    • Calgary
    • Edmonton
    • Halifax
    • Montreal
    • Ottawa
    • Toronto
    • Saskatchewan
    • St.Johns
    • Vancouver
    • Winnipeg

Curriculum Overview

The DEP is delivered in four modules, currently consisting of 5-6 half-day online sessions each. (*Module delivery format subject to change in 2021.) Modules are taught by leading faculty of prominent business schools, some of Canada’s most experienced directors, and leading governance experts.
  • MODULE I Guiding Strategic Direction and Risks:

    Module I provides a comprehensive overview of the fundamental board tasks and processes including director legal duties and responsibilities, overseeing strategic decisions, as well as managing group dynamics and decision-making in the boardroom.

    Time Friday Saturday Sunday
    07:00-08:00

    Breakfast

    08:00-08:30 Introduction/Overview Lesson Learned from Day 1 Lessons Learned from Day 2
    08:30-10:00 Introduction/ Overview  Understanding Directors' Duty of Care Avoiding Decision Failure in the Boardroom
    10:00-10:30

    Morning Break

    10:30-12:00 Board Functions and Duties  Legal Framework: Board Duties, Responsibilities and Liabilities  Avoiding Decision Failure in the Boardroom (continued)
    12:00-13:00

    Lunch

    13:00-14:30 Strategy  Strategic Innovation Boardroom Negotiations Applied: Ensuring Effective Outcomes
    14:30-15:00

    Afternoon Break

    15:00-17:00 Strategy (continued) Strategic Innovation (continued) Boardroom Negotiations Applied: Ensuring Effective Outcomes (continued)

    End of Module 1

    17:30

    Cocktail Reception: Guest Speaker

    MODULE II Monitoring Financial Strategy, Risks and Disclosure:

    Module II focuses on the board’s responsibility to oversee and monitor financial performance, health, and disclosure. Participants take part in group exercises that illustrate how to effectively organize and run audit committees, as well as improve their personal effectiveness in the board meeting context.

    Time Friday Saturday Sunday
    07:00-08:00

    Breakfast

    08:00-08:30 Introduction/Overview Lesson Learned from Day 1 Lessons Learned from Day 2
    08:30-10:00 Overseeing Strategic and Stakeholder Issues Discretionary Accounting: Financial Reporting & Directors' Responsibilities Shareholder Engagement Issues and Trends
    10:00-10:30

    Morning Break

    10:00-10:15

    10:30-12:00 Overseeing Strategic and Stakeholder Issues (continued) Discretionary Accounting Financial Reporting & Directors' Responsibilities (continued)

    10:15-11:15
    Shareholder Engagement Issues and Trends (Continued)

    12:00-13:00

    Lunch

    13:00-14:30 Social media & Competitive Intelligence Roles and Duties of the Audit Committee KPMG

    13:30-15:00
    Crisis Management

    14:30-15:00

    Afternoon Break

    15:00-15:15

    15:00-17:00 Social Media and Competitive Intelligence (continued) On Being an Effective Director- Hot Topics for Audit Committees PwC (continued) OR
    Roles and Duties o the Audit Committee KPMG

    15:15-17:00
    Crisis Management (continued)

    End of Module 1

    MODULE III Guiding Human Performance:

    Module III focuses on the board’s role in enhancing human performance, including the appointing, evaluation, compensation and renewal of the executive team. This module also examines how to structure boards with the appropriate set of director skills and experiences.

      Friday Saturday Sunday
    Time SETTING THE COURSE
    Human Performance
    SETTING THE BOUNDARIES
    Compensation Policies
    TRANSFORMING IT INTO ACTION
    Managing Board, Committees & Relationships
    07:00 - 08:00 Breakfast
    08:00 - 08:30 Introduction/Overview Lessons Learned from Day 1 Lessons Learned from Day 2
    08:30 - 10:00 Evaluating the CEO & Succession Planning Role of the Compensation Committee and Key Themes Building More Effective Boards
    10:00 - 10:30 Morning Break
    10:30 - 12:00 Evaluating the CEO & Succession Planning (continued) Role of the Compensation Committee and Key Themes

    Building More Effective Boards

    12:00 - 13:00 Lunch
    13:00 - 14:30 The Changing World of Director Liability Difficult Conversations in the Boardroom Directing the Controlling CEO: A Case Study 
    14:30 - 15:00 Afternoon Break
    15:00 - 17:00 Legal Liability Issues Difficult Conversations in the Boardroom (continued) Directing the Controlling CEO: A Case Study (continued)
    End of Module 3
     

    MODULE IV Assessing Enterprise Risk and Directing Extreme and Unique Events:

    In Module IV, participants integrate their learning across the four modules by employing an enterprise risk management framework that helps directors identify and prioritize the wide range of issues influencing their organizations. Some of the specific risks and issues include mergers and acquisitions, technology investments, operations crises, finance irregularities, human capital failures and governance breakdowns.

     

    Friday Saturday Sunday
    Time Enterprise Risk Management Mergers and Acquisitions The Effective Board and Committee Meeting
    07:00 - 08:00

    Breakfast

    08:00 - 08:30 Introduction/Overview Lessons Learned from Day 1 Lessons Learned from Day 2
    08:30 - 10:00 Mergers and Acquisitions Information Technology and Cybersecurity Risk Comparative Governance
    10:00 - 10:30

    Morning Break

    10:30 - 12:00 Mergers & Acquisitions Information Technology and Cybersecurity Risk Interactive Board Simulation
    12:00 - 13:00

    Lunch

    13:00 - 14:30 Enterprise Risk Management Ethics and Reputational Risk Interactive Board Simulation
    14:30 - 15:00

    Afternoon Break

    15:00 - 17:00 Enterprise Risk Management (continued) Ethics and Reputational Risk  Graduation

Current Offerings

  • City* Course
    Code
    Application
    Deadine
    Module I Module II Module III Module IV
    Calgary DEP 34 August 19, 2021 October 14-16, 2021  December 09-11, 2021 February 03-05, 2022 April 07-09, 2022
    Halifax DEP 05 January 09, 2021 April 15-17 and 23-24, 2021 (online) June 17-19 and 25-27, 2021 (online) September 17-19, 2021 October 28-30, 2021
    Montreal DEP 20 January 11, 2021 April 9-11 and 16-18 2021 (online) June 11-13, 2021 September 10-12, 2021 November 12-14, 2021
    Toronto  DEP 94 March 05, 2021 April 26-28, 2021 and May 7-8, 2021 (online) September 13-15, 2021 November 19-21, 2021 January 10-12, 2022
    Vancouver DEP 23 August 29, 2021 October 25-27, 2021  January 14-16, 2021 March 28-30, 2022 June 03-05, 2022
    Winnipeg DEP 05 January 18, 2021 April 18-20, 2021 (online) June 06-08, 2021 (online) September 19-21, 2021 December 12-14, 2021

    *The city listed refers to the location of the business school out of which the program will be delivered
     
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