Council of Institutional Investors

Master Classes

Part of CII's mission is to educate members about best corporate governance practices. With that goal in mind, CII staff hosts classes covering various corporate governance topics in conjunction with conferences. Recent offerings:


Master Class: How to Achieve Engaged Ownership
This two-hour session will focus on how investors, particularly in the active management category, do the heavy lifting of determining, on a company-by-company basis, the strengths and weaknesses of management oversight and stakeholder issues relevant to long-term performance. Class participants will come away with a practical understanding of how highly engaged investors glean their determinations and various approaches for acting on those determinations.
March 4, 12:00 – 2:00 PM
Mandarin Oriental Washington, DC
Registration for this supplemental event is available through Spring Conference registration. More information (including the course agenda) is available here.

Master Class: How to Evaluate Company Management of Human Capital
Investors increasingly see investment opportunity in understanding how firms value and invest in their workforce. This is a challenge for both investors and firms, as disclosure is largely elective and appropriate metrics for evaluating performance vary by industry and company.  Through a practitioner’s lens, this two-hour program explores modern approaches to evaluating how well companies are managing what for many is their most valuable asset.
Tuesday, October 23, 12:00 – 2:00 PM
Grand Hyatt NYC

Executive Compensation 101 Executive Compensation 201
Originally offered in conjunction with CII's 2015 Fall Conference, Executive Compensation 101 provides a practical introduction to how public companies and their shareholders resolve the question of how management should be paid. Led by practitioners, the class recordings involve a combination of lecture, panel discussion and audience Q&A covering:
  • How to comprehend SEC reporting on compensation practices;
  • Understanding board members’ role and process for determining compensation practices;
  • Funds’ approaches to evaluating executive pay; and
  • Proxy advisers’ analysis of executive compensation practices
  • Carol Bowie, head of Americas research, Institutional Shareholder Services
  • Gail Deegan, director, iRobot
  • Dayna Harris, vice president, Farient Advisors
  • Marcia Hooper, partner, Salt Venture Partners; partner, HooperLewis; director, LoJack
  • Suzanne Hopgood, president and CEO, The Hopgood Group; director, Mace Security International
  • Bob McCormick, chief policy officer, Glass, Lewis
The total time commitment is approximately three hours. The cost is $195/person. Please contact Michael Miller for more information.
Originally offered in conjunction with CII's 2017 Winter Conference, Executive Compensation 201 features eight practitioners who share their expertise on trends and challenges in both designing and monitoring executive compensation. Individual presenters and an investor panel cover:
  • Key changes in executive compensation since the advent of say-on-pay;
  • Goal-setting, metrics and targets;
  • Case studies in problematic goal setting, metrics and targets;
  • Investor reactions to presentations; and
  • Organizing effectively for say-on-pay votes 
  • Marc Baranski, managing director, Semler Brossy
  • Matt DiGuiseppe, director, stewardship & corporate governance, Nuveen
  • Dayna Harris, partner, Farient Advisors
  • Michael Herskovich, head of corporate governance, BNP Paribas Asset Management
  • Rob Main, head of corporate governance, Vanguard
  • Timothy Stark, director, Equilar
  • Ted White, managing director, Legion Partners
  • Scott Zdrazil, senior investment officer – corporate governance, LACERA
The total time commitment is approximately two hours. The cost is $195/person. Please contact Michael Miller for more information.
Analyzing Proxy Contests Engaging Effectively
Originally offered in conjunction with CII's 2016 Spring Conference, this master class features a trio of corporate governance practitioners using the case-study method to discuss how they evaluated recent proxy contests. This course provides a lens into the factors that drive voting decisions on contests, arguably the most challenging and consequential votes shareholders face. The class covers related issues such as fruitful approaches to pre-vote engagement; understanding the nature of funds' internal co-ordination between proxy voting staff and investment staff; and emerging trends influencing voting decisions.

  • Chris Cernich, head of M&A research, ISS
  • Zach Oleksiuk, director, head of Americas, investment stewardship, BlackRock
  • Tracy Stewart, senior corporate governance analyst, Florida State Board of Administration
The total time commitment is approximately two hours. The cost is $195/person. Please contact Michael Miller for more information.
Originally offered in conjunction with CII's 2016 Fall Conference, this master class explored effective shareholder engagement with portfolio companies. This class centers on how to make ESG engagement productive from the shareholder standpoint, with a particular focus on dialog on governance and executive compensation.

  • Matt Cino, principal, CamberView Partners
  • Rakhi Kumar, head of corporate governance, State Street Global Advisors
  • Aeisha Mastagni, portfolio manager, CalSTRS
  • Michael O’Brien, general counsel & secretary, Omnicom
  • Linda Scott, managing director & associate corporate secretary, JPMorgan Chase
The total time commitment is approximately two hours. The cost is $195/person. Please contact Michael Miller for more information.
Master Class: Activist Investing, Shareholder Proxy Contest Decision-Making and Board Dynamics
Originally offered in conjunction with CII's Spring 2018 Conference, this session is intended to extend two previous CII Master Classes that have been among the most popular in the series: CII’s Spring 2016 class on Analyzing Proxy Contests, and the Fall 2017 class on Board Self-Evaluation and Shareholder Evaluation of Directors. Please see the course syllabus here.