Hyperlink Should Not Infringe Copyright…….

So, here is a hyperlink, to an article – the European Copyright Society says that providing a hyperlink should not infringe copyright, what has also been my understanding under US law, Click Here For Article. And, if it is ever determined that forwarding a hyperlink does infringe copyright, it will surely hinder and hurt the communication of ideas and information.

Governance, Risk & Liability Update, A Daily Paper; No Time For Improvement – Make Time; Barriers To Effective Risk Management

New daily updated edition of Governance, Risk & Liability, a daily paper containing new articles and discussions about governance, risk and liability, Click Here For Paper.

No Time For Improvement (Make Time), article by Mark Graban, Click Here For Article.

Norman Marks, Barriers To Effective Risk Management, Click Here For Blog Discussion.

Enjoy, and pass along,
Dave Tate, Esq. (San Francisco)

Tools – Board & Audit Committee Evaluation, Risk Mgmt., Dispute Resolution – Use Them & Pass Long

Please see attached below (enjoy, use, and pass to others) – Dave Tate, Esq. (San Francisco)

1. Board Annual Self-Evaluation Form, Board Of Directors Annual Self Evaluation David Tate Esq 03142013

2. Audit Committee Annual Self-Evaluation Form, Audit Committee Annual Self Evaluation Form David Tate Esq 031413

3. Risk & Uncertainty Management Form – Processes & Oversight, Risk & Uncertainty Management Form – Processes & Oversight Dave Tate Esq 03282013

4. Dispute Resolution & Mediation Preparation Form, Dispute Resolution & Mediation Preparation Form, David Tate, Esq. 03222013

5. 2-Page Board & Director Guidelines, 2-Page Board & Director Guidelines Dave Tate Esq 03292013

Board & Director Risk & Uncertainty Management Form – a Work in Progress

NOTE: I HAVE UPDATED THIS MATERIAL – PLEASE SEE MY BLOG POST FOR MARCH 28 OR THE “ABOUT” BUTTON FOR THE UPDATES.

Board & Director Oversight of Risk & Uncertainty Management Form

Dave Tate, Esq. (San Francisco)

http://lawriskgov.com; tateatty@yahoo.com

(See also separate board and committee evaluation materials for additional detailed discussion.)

This form is a work in progress – I seldom publish materials that are works in progress, but in this circumstance I don’t see why not as the current state of risk and uncertainty management, and board and director over sight of risk and uncertainty management are all in various degrees of continual development and they will continue as such.

I have intentionally not provided a checklist of general or specific risks and uncertainties, or a checklist of risks and uncertainties that might be applicable in a particular situation or for a particular entity or for a particular industry, or a checklist or discussion about risks and uncertainties that are or might be appropriate for board oversight within the context of a particular organization. More specific or targeted risk and uncertainty discussions can be provided and sometimes found in other materials. But doing so in this material could cause more limited application of this form, which is contrary to the intent.

Management is responsible for risk management. The board and directors serve an oversight function. As a general proposition all risk cannot be absolutely or even reasonably identified, assessed, controlled or managed, or eliminated, and to varying extent risk and uncertainty management requires the exercise of judgment relating to the future, which is occurring and potentially or actually changing or shifting at various or altering speeds or velocity.

I have not discussed in this form board, board committee or director oversight or risk oversight responsibilities as those topics and discussions are for other materials, some of which can be found in other separate papers and forms relating to annual self evaluation.

Technical and detailed materials, discussions and opinions about risk management already are voluminous – at times it seems that they are increasing from unlimited sources and directions. As eyes gloss over it is easy to lose sight of the forest for the trees. Instead, the intent of this form, as a current work in progress, is to provide one useful version of a concise and uncomplicated but accurate easy to use and get started format to assist in the oversight of risk and uncertainty management processes.

For some people the format provided in this form will be too uncomplicated and detail lacking, and some of my risk professional friends might well consider the form too simplistic; but any user of this form can add and continue to add as much detail as desired. I don’t expect the majority of directors to be interested in reading and understanding twenty, or thirty, or more pages of technical terminology, materials and alternative theories and approaches. This form encourages a keep going or get started approach.

I do note that as this is a developing area management might in part use different or additional risk management terminology or processes, some of which might or might not be appropriate or universally understood. With respect to oversight, the director should ask appropriate questions of management so that he or she sufficiently understands the terminology and processes in use.

The discussions in this form are applicable for all entities – public companies, private companies and organizations, nonprofits and governmental entities – although depending on the entity type or situation, sometimes the terminology or context might be or need to be different, and of course some members of management and directors are extremely knowledgeable about these topics whereas others are somewhere in the middle or just beginning. All of that is okay.

This form does not provide legal or other professional advice, and does not discuss legal or other professional standards, requirements or responsibilities – you should consult with a professional about your specific situation.

1. Risk and Uncertainty Management Defined

Several established and broadly recognized organizations have each developed and provided their definitions of risk and uncertainty management. But there is no universally accepted definition. You will note that throughout this form in addition to “risk” I have included “uncertainty.” I prefer “uncertainty” but the more often heard reference is to “risk” management. “Risk” suggests the occurrence of a negative or loss deviation from expected results; however, as deviations can also be positive or beneficial, I believe that “uncertainty” management is the more accurate description. In part ISO 31000 Risk Management uses the “uncertainty” terminology (ISO stands for International Organization for Standardization). Accordingly, for this form I have used both “risk” and “uncertainty” recognizing that “risk” is more universally used whereas “uncertainty” is also used and is more accurate.

Risk and uncertainty management: activities and processes used to help and attempt to identify, evaluate or assess, manage and control, and monitor risks and uncertainties that may or may not occur in the future. Risk, according to ISO 31000, is the effect of uncertainty on objectives. Uncertainty or lack of uncertainty exists when knowledge or understanding of an event, consequence or likelihood is inadequate, incomplete or not absolute. In other words, as to the future we don’t have a crystal ball, and there is a chance that things will not go according to plan or as anticipated or assumed. The chance of deviation from plan or anticipation or assumption can be negative or a loss, or positive or a benefit.

2. Risk and Uncertainty Management Processes

No universally accepted process……..

Insert/discuss generally understood or agreed upon processes………..

Terminology that I generally don’t like or that I have problems with depending on how they are used or defined, and why: risk appetite, risk tolerance, some definitions or uses of assessment, and similar………

Consider inserting a table of processes or steps to consider…………

Insert text boxes for generally understood or agreed upon processes……..

* * * * * * *

Forms & Papers – Board & Audit Committee Self Evaluation Forms, 2-Page Board & Director Guidelines, Dispute Resolution & Mediation Preparation Form – Read – Pass to Others – Etc.

NOTE: I HAVE UPDATED THESE FORMS – PLEASE SEE MY BLOG POST FOR MARCH 28 OR THE “ABOUT” BUTTON FOR THE UPDATES.

Click below, read, and pass to others:

2-Page Board & Director Guidelines Dave Tate Esq 03232013

Board Of Directors Annual Self Evaluation David Tate Esq 03142013

Audit Committee Annual Self Evaluation Form David Tate Esq 031413

Dispute Resolution & Mediation Preparation Form, David Tate, Esq. 03222013

Dave Tate, Esq. (San Francisco)

McKinsey – Big Data: What’s Your Plan? Relevant and Worthwhile Reading.

If you follow McKinsey, you probably know that they produce regular materials that are worthwhile reading.  Here is a link to a new discussion about big data – the materials are extensive, with multiple links, Click Here For Discussion.

Link to Eric Holder’s Testimony – Could His Answers Have Been Better?

Below is a link to the recent testimony of Attorney General Eric Holder in response to a question or questions by Senator Cruz about the use of drones against U.S. citizens located in the United States. I had heard it suggested that Mr. Holder in essence refused to answer the questions. You decide for yourself – basically, I thought that the Attorney General’s responses were fine when considered as a whole.

It might have been better, within the context of the setting including that it was public in nature, if Mr. Holder had just responded outright, “no, I don’t believe it would be appropriate or within the Constitution to use drones in the hypothetical situation that you have described.”

Instead, the manner of Mr. Holder’s answer was more similar in nature to the manner in which a lawyer speaks, which might not have been the best approach, or perhaps he was not prepared for the question or was not able to evaluate the question and formulate his answer within the time that he thought that he had to answer.

The questioning was about a hypothetical situation, and it is arguable from a lawyer’s viewpoint that the hypothetical situation is incomplete and lacks foundation, and could be vague and ambiguous. On the other hand, Senator Cruz specifically drafted his question or questions, and it could be expected that he would ask follow-up questions until he felt that he had obtained a sufficiently specific yes or no answer. The following is a link to Mr. Holder’s testimony:

NACD Post – SEC Leadership and Audit Committee Priorities for 2013

The following is a link to a new NACD post re SEC Leadership and Audit Committee priorities for 2013, Click Here For NACD Post.

Particularly noted, the following priorities:

– The quality of information presented to the board from management.  I agree, and the board and its committees must also understand the issues and request pertinent information that they need.

– Cybersecurity and emerging technologies.  I agree, this has become a board oversight area – audit committee, or risk committee, or the entire board.

– Oversight of big data.  I agree, but again, not necessarily only an audit committee oversight area.

Board and Audit Committee annual self-evaluation forms – click, use, and pass along to other people who would be interested:

1. New Board of Directors Annual Self-Evaluation Form, Board Of Directors Annual Self Evaluation Form David Tate Esq 03142013

2. Slightly revised and updated Audit Committee Annual Self-Evaluation Form, Audit Committee Annual Self Evaluation Form David Tate Esq 031413

Dave Tate Esq. (San Francisco)

LawRiskGov – $200 Million Annually For Non-Oil Research

In all three LawRiskGov categories, proposed federal payment of $200 million annually for research to get cars off oil,  Click Here For Story, yes, might be a grand idea, but only with worthwhile and profitable new results that actually work in the near future.  I would love to see ordinary cars that get 60 to 100 mpg.  Some of the questions that Congress and the President might want to ask or answer:  legally, who owns the technology that would be developed (the taxpayers?); why $200 million; who decides where the money is invested and in which projects; how do we judge success and the value of success; what new ideas and technologies are going to be developed, how much will actually have to be spent on the development to finished product, and what and when will the likely technology be put into commercial use for personal cars; what and when is the likelihood of success or achievement; how is putting an additional $200 million per year into this sufficiently better than what is being worked on now; what is the anticipated return on investment; etc.  You get the picture – the same type of ordinary prudent things that you would ask and want to know if you were CEO, the board, investors, VC, etc.

Please click, use, and pass along to anyone who might be interested:

1. New Board of Directors Annual Self-Evaluation Form, Board Of Directors Annual Self Evaluation Form David Tate Esq 03142013

2. Slightly revised and updated Audit Committee Annual Self-Evaluation Form, Audit Committee Annual Self Evaluation Form David Tate Esq 031413

Dave Tate Esq. (San Francisco)

Board of Directors Annual Self-Evaluation Form; Audit Committee Annual Self-Evaluation Form

Please click, use, and pass along to anyone who might be interested:

1.  New Board of Directors Annual Self-Evaluation Form, Board Of Directors Annual Self Evaluation Form David Tate Esq 03142013

2.  Slightly revised and updated Audit Committee Annual Self-Evaluation Form, Audit Committee Annual Self Evaluation Form David Tate Esq 031413

Dave Tate Esq. (San Francisco)