National and Chapter Committee Definitions

National Committees

Audit & Risk

The Audit & Risk Committee provides assistance to the Board of Directors in fulfilling its oversight responsibility to the members relating to: (1) the integrity of the Association’s financial statements, (2) the effectiveness of the Association’s internal control over financial reporting, (3) the Association’s compliance with legal and regulatory requirements, (4) the independent auditor’s qualifications and independence, and (5) the performance of the Association’s internal audit function and independent auditor.

Board Director 

The BDC offers complimentary, non-exclusive postings of fiduciary and advisory board roles for private companies of all ownership models for the benefit of those companies and PDA’s members who are qualified candidates. The BDC provides:

  • a consistent and fair posting intake process, with the option of confidentiality, supporting selection processes of private companies or their representatives.
  • outreach beyond the PDA community to build trusted relationships with organizations committed to private company governance (professional organizations, PE/VC, universities, service company clients)
  • support for chapters to facilitate members’ governance outreach to their networks.

Body of Knowledge | Resources

The BOK Committee focuses on improving The Private Directors Association® Body of Knowledge. A BOK represents core teachings, skills, and research important to those who serve as a Director on a Board of Directors. Since the required core competencies and skill sets for almost any profession evolves and changes over the years, its body of knowledge should be both specific and dynamic, in order to incorporate new information and techniques, and maintain relevance.

The Private Directors Association® Body of Knowledge is a compendium of information that focuses on four areas: Governance and Board Operations, Legal Issues, Finance and Accounting, and Strategy and Planning.

Chapters

The Chapters Committee aims to grow the numbers of full Chapters and Chapters-in-Formation.

Compensation 

The role of the Compensation Committee is to give guidance to the Chairman and CEO regarding compensation policies of the PDA.

Cyber Security

An increasingly prominent issue facing businesses large and small today is Cyber Security. The Private Directors Association® has made Cyber Security a board governance information priority since 2016 and continues to expand its efforts in this area. Through webinars, whitepapers and other educational resources, PDA is providing the highest level of insights and guidance for private company owners. 

Digital 

The Digital Committee provides guidance and advises PDA on appropriate ways to leverage technology to support the organizational strategy. The primary way the Digital Committee satisfies its function is by ensuring a stable, supportable, extensible, and efficient technology platform that provides value to members and enables the effective operation of the organization. In addition, the Digital Committee identifies required external resources and manages relationships for technology-related services and products beyond the capability/capacity of PDA.

Diversity Equity and Inclusion

The Diversity, Equity and Inclusion Committee promotes PDA values to reflect its stated commitment to diversity, equity, and inclusion. The committee’s primary imperatives are to ensure diverse representation in PDA branded activities and to support PDA committees in their recruitment of diverse members.

One of their immediate tasks (tactics) is:  Assist the Chapter leaders and program organizers in the recruitment of and recommendation of qualified females and persons of color to be panelists for webinars and Chapter programs.

eNewsletter

ESOP

The ESOP Committee focuses on educational materials and experiences related to private company governance issues in companies that are partially, or entirely owned, by its employees through an employee stock ownership plan (ESOP), an ERISA regulated defined benefit plan that invests primarily in the stock of the sponsoring privately-held company; focuses on developing relationships with the owners and CEOs of ESOP companies; assisting owners and CEOs in development of Boards of Directors; assisting owners and CEOs in finding Directors for their Boards; educating owners and CEOs on effective board management and governance.

Executive Committee 

The role of the Executive Committee is to give guidance to the Chairman and CEO regarding programs and policies of the PDA.

Family Business Centers 

Establish relationships with University Based Family Business Centers (FBC) and University Based Private Business Centers (PBC) throughout the US and internationally to encourage them to use the PDA as a resource when their members are searching for Board Members and to use PDA members as speaking and consulting resources for Board related issues.

Financial Services 

Provides the leadership necessary to identify opportunities to enhance profitability through improved financial transparency and improved forecasting.

Makes a commitment to understanding the business first, and from that, develops financial strategies that support business priorities.

Develops a reporting and information system.  Provides analysis of what the numbers mean, thus adding insight and an objective perspective.

Works closely with the CEO and senior leadership team in the strategic planning process by identifying new opportunities for growing the business as well as new and different ways to view the existing business.

Provides additional analysis in order to track profitability and business performance more specifically.  Develops standardized best practices to be used throughout the organization.

Works across all functions within the organization to build understanding of the financial drivers of the business.  Establishes criteria for resource management and sets a tone within the organization for efficient use of resources, financial responsibility and informed risk-taking. 

Ensures a strong, disciplined financial infrastructure that drives excellence and accountability in public reporting, budgeting, forecasting and analysis.  Manages the functional areas of financial reporting and control, financial planning, forecasting, tax and audit management.  Prepares profit/loss statements, balance sheets and capital budgets.

Leads the creation and oversight of operating, capital and project budgets and financial analysis.

Works closely with Treasurer and outsourced accountant to maintain controls and cash mgmt. practices.

 

Marketing

Review regularly, recommend components, and oversee the implementation of the branding messages, formats, and campaigns. Recommend process, take direct action, and oversee the major marketing-related programs and events.

Membership 

Regularly review and recommend membership programs to encourage growth and retention of members.

Model Board Meeting℠ 

The PDA Model Board Meeting℠ (MBM) offers the Owner, Chair and / or CEO of a private company the opportunity to experience the value that an independent Board of Directors can deliver for shareholders and the leadership. This program is for those strongly considering the creation of an ongoing, independent Board of Directors or Advisory Board.

Nominating and Governance

Develop and recommend to the Executive Committee for approval the criteria and policies set forth in the Governance Guidelines for consideration and selection of members of the Executive Committee and the Board of Directors.

Operating Officers

The role of the Operating Officers Committee is to provide a forum for the PDA Officers to communicate with each other regarding the activities of various Operating Committees, recommend policy and program activities to the Executive Committee and to approve programs and activities to the limit of their authority.

PDA University 

The PDA University program provides practical knowledge about the roles and responsibilities of a Private Company Board Member, assists members in the preparation of their board-relevant resume, and offers suggestions for how to conduct a self-directed board opportunity search.

Private Company Advocate

The Private Company Advocate Committee will create mechanisms to increase engagement of Private Company owners and CEO’s in PDA products and services. The term “Private Companies” includes the four pillars of Family Businesses, ESOPs, Private Equity, and Early Stage.

Private Equity

The purpose of the PDA Private Equity Committee is to lead and support the evolution of board governance best practices in private equity firms, their portfolio companies, and the institutions that invest in them. In particular, we are interested in encouraging greater emphasis on governance excellence procedures, and on diversity on the boards of PE portfolio companies. As part of that effort, we envision a greater representation of “non-investor” independent directors on boards of those firms. 

Sponsorship 

The Sponsorship Committee defines requirements for levels of national sponsorship; develops benefits which encourage sponsorship of the Chapters; reviews applications and interviews companies interested in sponsorship; responsible for communicating with sponsors on annual renewals; works with the Treasurer in setting annual sponsorship fees; works with the Communications and Marketing committee to provide sponsor logo and other information for communication of sponsorship.

As Chapters are officially chartered in other cities, the Committee will coordinate links to existing local sponsors, and facilitate in gaining Nationals Sponsors as PDA grows nationwide.

Strategic Planning Taskforce 

Develop a three-year Strategic Plan and review it annually.

Webinars

The goal of the Webinar Program Committee is to provide webinar programs which support the PDA mission of “Creating Value Through Board Excellence.”  The committee will issue guidelines for webinars, recruit program commitments from PDA Chapters, and coordinate all webinar programs.

Chapter Committees 

Membership and Engagement

The Membership and Engagement Committee develops processes which encourage membership in the Private Directors Association® and its Chapters; promotes interest in membership; and works with members on annual membership renewals.

The Committee’s Engagement Team reaches out to all New Members to welcome them to PDA and provide guidance as to PDA’s Resources; Events Schedules; and creating connections to other Members of interest. Also, the Engagement Team will reach out to all members and invite them to participate on a Committee where they can make a difference and further engage in networking.

The Committee uses the Event Lists to identify Guests who would like to have questions answered, be introduced to PDA Members, and will invite all Guests to consider a quick pathway to Membership.

Sponsorship

The Sponsorship Committee defines requirements for levels of local sponsorship; develops benefits which encourage sponsorship of the Chapter; reviews applications and interviews companies interested in sponsorship; responsible for communicating with sponsors on annual renewals; works with the Treasurer in setting annual sponsorship fees; works with the Communications and Marketing committee to provide sponsor logo and other information for communication of sponsorship.

Program, Speaker and Education

The Program and Speaker Committee’s focus is to source subjects and presenters to create monthly programs for members and private company owners/managers related to practical experiences in effective private company governance; prepares a budget for approval by the Chapter Board of Directors for speaker and venue costs; annually prepares a calendar of programs for the Chapter in conjunction with the Education Committee; solicit speakers, panel members, moderators for each program event; works with the Sponsorship Committee in developing venues for each program; provide program information to the Communications Committee. Sub-Committees to the Program and Speaker Committee can include:

  • Middle Market: The Middle Market Sub-Committee focuses on developing relationships with the owners and CEOs of middle market companies; assisting owners and CEOs in development of Boards of Directors; assisting owners and CEOs in finding Directors for their Boards; educating owners and CEOs on effective board management and governance.

  • ESOP: The ESOP Sub-Committee focuses on educational materials and experiences related to private company governance issues in companies that are partially, or entirely owned, by its employees through an employee stock ownership plan (ESOP), an ERISA regulated defined benefit plan that invests primarily in the stock of the sponsoring privately-held company; focuses on developing relationships with the owners and CEOs of ESOP companies; assisting owners and CEOs in development of Boards of Directors; assisting owners and CEOs in finding Directors for their Boards; educating owners and CEOs on effective board management and governance.

  • Private Equity & Family Office: The Private Equity Sub-Committee focuses on developing relationships with the owners and CEOs of Private Equity companies; assisting owners and CEOs in development of Boards of Directors; assisting owners and CEOs in finding Directors for their Boards; educating owners and CEOs on effective board management and governance.

  • Early Stage: The Early Stage Sub-Committee focuses on developing relationships with the owners and CEOs of early stage companies; assisting owners and CEOs in development of Boards of Directors; assisting owners and CEOs in finding Directors for their Boards; educating owners and CEOs on effective board management and governance.

  • Education: The Education Sub-Committee focuses on educational materials and experiences related to effective private company governance primarily through small breakfast programs; other formats may include seminars, publications, white papers, and other relevant materials.

Nominating and Governance

The Nominating and Governance Committee will perform a leadership role in shaping the Chapter governance and overseeing the composition, structure, operation and evaluation of the board and its committees. It reports to the Board of Directors, recommends individuals for Director, Officers, Executive Committee, and Committee Chairs.

Social Events

The Social Events Committee creates ideas and a calendar for annual social events; organizes all events; develops, in conjunction with the Communications Committee, communications for the all events; develops a budget for approval by the Chapter Board of Directors; specific events to include, but not limited to, December Holiday Party, Summer Social, Annual Golf Outing.