Annual Conference

The CCCA will be delivering a full lineup of programs for CCCA members at the CBA's Canadian Legal Conference in Halifax from August 14 to 16, 2011.

To register, please visit the CLC website. More information can be found at CCCA program and CLC program. Download the CCCA Registration brochure here.

On the agenda for the Canadian Corporate Counsel Association's (CCCA) Annual Conference are 12 programs designed to ensure the continued success of the in-house counsel professional. Join peers from across the country and learn from extraordinary speakers, who will discuss how to reinvent the corporate counsel role as a focused strategic partner in order to help business succeed.

Learn how North America's best legal departments identify, implement, and evaluate strategies in order to address increasingly complex challenges. Achieve all your annual learning objectives or Continuing Professional Development (CPD) targets in two days, including ethics and professionalism content.

CCCA PD Sessions

Monday August 15, 2011 - 8:30 a.m -11:30 a.m.

101 When Disaster Strikes: Handling the Legal Fallout (EPPM)

Every company will face a crisis at some point: a data breach, a strike, an environmental incident, a product recall . . .. This spirited session, led by practitioners who have been there, will teach you how to stay cool when things get hot, and steer the corporation through the public and legal fallout. Topics include: crisis preparation - having the essential infrastructure in place; how organizational structure affects crisis management and how to navigate those complexities; picking the best advisors; establishing communication channels and minimizing information leaks; measures to avoid panic and business interruption; working with stakeholders, including employees, shareholders, bankers, suppliers, customers and regulators; pros and cons of moving quickly, especially in the court of public opinion; and legal and public relations tactics for effectively responding to different types of controversies.

102 From Corporate Counsel to Business Advisor: Practical Strategies for Adding Value and Expanding Your Sphere of Influence (EPPM)

The days of the in-house lawyer as compliance cop and legal technician are gone. Today’s corporate counsel participate at the highest levels of policy formation, are trusted partners and advisors to corporate leaders, and have critical influence. But corporate counsel must remember that they have to “earn” their place at the boardroom table – that their value directly correlates to the skills and strategic guidance they bring based on their experience in the business, political and regulatory context. Experienced individuals who have made the transition to the executive suite will engage in a relaxed, open and frank exchange on what it takes to succeed in the corporate landscape. Topics include: being a partner, not an impediment, addressing the continual challenge of doing more with less, working strategically with other business units, leveraging the talent of internal and outside counsel, and finding effective solutions to complex legal challenges.

103 Litigation on a Budget – Managing the Case, the Cost and Outside Counsel (EPPM)

Escalating litigation costs and shrinking corporate budgets leave little room for mistakes by in-house counsel in managing large-scale disputes. Don’t miss this opportunity to hear best practices and first-hand experiences of those who have found the right balance between budget and business needs. Our distinguished speakers will review strategies for matching litigation activities to client goals and resources including , developing a litigation strategy and action plan, criteria for selecting external counsel, determining what kinds of fee arrangement makes sense in the context of the dispute, using project management to budget, dividing responsibilities between internal and external counsel, managing the external litigation team, overcoming barriers to change, using information management to help meet discovery requirements, and measuring results.

Monday August 15, 2011 Afternoon - 2:00 p.m. - 5:00 p.m.

201 International Accounting and Reporting Standards Changes: What Corporate Counsel Need to Know

The movement toward a single set of International Financial Reporting Standards (IFRS) presents challenges and opportunities for companies and in-house counsel. Prominent corporate counsel, CFOs, and accounting professionals who have worked extensively on these critical issues will address timely topics including IFRS basics, benefits and challenges; the status of convergence between Canadian GAAP and IFRS; lessons from similar transitions elsewhere; essential action items to deal with the new requirements; and practical implications for business and legal practitioners including impact of IFRS on valuation and due diligence processes, purchase agreements ,and deal structure and financing. Don’t miss this essential M & A update.

202 Navigating the Family Owned Business: Tips for In house Counsel

Family-owned businesses face unique issues—succession planning, marriages and divorces, complicated relationships—as well as routine issues that emerge around turf battles, shareholder control, compensation structures, and processes for strategic decision-making. In house counsel in these environments require a depth of experience across multiple disciplines, but also high emotional intelligence to be able to handle the complexity of intra-family relationships. This session, led by presenters with family business experience, will augment your technical skills to provide strategies and tools to help business families effectively manage the important, and often complicated and sensitive issues they face. Topics include understanding the family business and its unique issues, planning for leadership transition, leadership structures that support sustainable enterprises, integrating family values in to decision making and strategic planning processes, succession planning, and more.

203 Government and Internal Investigations: A To Do List (EPPM)

Corporate failure, theft, and regulatory violations are just a few of the events that can prompt a regulatory or internal investigation; these matters demand thorough preparation on the part of the corporation and its counsel. Our distinguished group of in-house and external counsel provide valuable and practical advice for common legal and ethical issues that arise before, during and after an investigation, and best practices for corporate counsel. What types of allegations trigger an internal investigation? What are the benefits of cooperating or consequences of failing to cooperate with the regulator? What privileges are implicated in investigations? How can the company and its counsel avoid compromising any legal protections? What precautions should be taken when documenting an investigation? What should corporate counsel consider when deciding whether and when to communicate voluntary disclosures? Nuances of the public v. private setting will be explored.

Tuesday August 16, 2011 8:30 a.m -11:30 a.m.

301 Commercial Contract Drafting and Negotiation: Advice for Avoiding Headaches (EPPM)

Effective contract drafting and negotiation is at the heart of in-house counsel’s role. Well-drafted legal documents not only articulate the terms of the transaction, but also protect and advance corporate interests, and establish the framework for successful business relationships. This session explores drafting and negotiation techniques that drive successful commercial outcomes, and avoid ambiguities that lead to conflict and litigation. Topics include principles of good drafting; use of boilerplate provisions; trends in statutory warranties, limited liability, exclusion, and damages clauses; the intersection between risk and insurance; common-sense negotiation strategies for achieving better, quicker deals; and, ethics and professional responsibility in document drafting and negotiation.

302 Ten Ethical Commandments for Corporate Counsel (EPPM)

Today's in-house counsel must strike a fine and sometimes precarious balance between ethical decision-making and commercial realty. This session will address important practical differences in ethical challenges that corporate counsel face, and provide strategies for navigating the twilight zone between legal and corporate imperatives. Experienced practitioners will explore the unique dual role of in-house counsel in the context of everyday “grey” ethical areas such as identifying the client, managing conflicts of interest, maintaining independence amidst role ambiguity, issues between parent and subsidiary companies, responding to requests for legal services, dealing with high level misconduct, obligations to the company and employee in whistleblower situations, determining when and how to bring in investigatory counsel, and implementing privilege preservation procedures.

303 Managing Risk for Competitive Advantage: How Routine Systems Can Help Keep You Out of Litigation and in the Black (EPPM)

Risk management is more than a business decision, it’s a competitive weapon. This session takes an in- depth look at effective risk management from traditional perceptions of legal/compliance risk to identifying and managing risk in global markets. Our seasoned panel of in-house counsel and risk management specialists provide a framework for keeping up with all the company activities that might have legal implications. Topics include recognizing that insured risks are just one subset of risks, achieving buy-in of management and the Board for risk management procedures, aligning risk management procedures with business and cultural considerations, coordinating risk management and compliance programs, navigating key legal, compliance and regulatory risks, and auditing for progress and success.

Tuesday August 16, 2011 Afternoon - 1:45 p.m. - 4:45 p.m.

401 The Evolving Role of General Counsel, and Advantages and Disadvantages of Wearing Multiple Hats v. Compartmentalization (EPPM)

The role of corporate counsel has undergone a dramatic transformation in the last 10 years. Today’s in-house counsel wears multiple hats: legal advisor, business advisor, legal department manager, compliance officer, mediator, government affairs liaison, securities market gatekeeper, risk manager, ethicist, corporate secretary, and more. What is driving this merging of functions? How does one person manage this expanding set of responsibilities? What are the demarcations between commercial, risk and legal, and providing legal advice vs. commercial advice? What are the legal and practical implications of in-house counsel wearing so many hats? What are the benefits and disadvantages of a centralized versus compartmentalized law department? Join our faculty of experienced in-house counsel who have survived and thrived as they share candid views of the advantages and disadvantages of wearing multiple hats, and practical strategies for ensuring long term success for the company and you.

402 Ten Privacy Nightmares and How to Prevent Them (EPPM)

Privacy breaches can take many forms - lost laptops, missing backup tapes, intrusion of computer systems - damaging a company’s reputation and putting confidential information at risk. With multiple laws, jurisdictions, technologies and business models converging and evolving, it’s hard to know if you and your company are doing everything you can to meet the legal and practical challenges associated with handling private data. Don’t miss this practical “how-to” guide by notable experts as they share concrete advice for in-house practitioners on proactive contractual, technical and other safeguards to protect customer, employee and other personal information, and best practices for minimizing liability for disclosure of confidential information, and responding to data breaches.

403 In-House Counsel, Privilege and Multi-jurisdictional Issues: Protecting Confidential Information in Business Communications and Litigation (EPPM)

While the legal principles that govern privilege for internal and external counsel are in theory the same, practical experience and some recent court decisions make establishing and protecting privilege a major concern for inside lawyers. Because the client is a corporation, and because of the dual role of the in-house lawyer as counsel to and employee of the corporation, unique questions arise when privilege is asserted for communications with in-house counsel. This session will uncover the greatest and most troubling threats to corporate privilege, and provide practical strategies for establishing and preserving privilege. Topics include recent clarifications of the law on solicitor-client privilege, distinguishing legal advice from business advice, waiver of privilege and correcting inadvertent disclosures, use of privilege to protect disclosure of information and documents for litigation purposes, and the role of non-lawyer legal officers and in-house lawyers internationally in asserting privilege.