Corporate Governance for Chief Human Resource Officers

3-Month Flexible Online Program with 90-min weekly virtual sessions combined with one in-person gathering at UCLA. Elevating Human Capital & Preparing CHROs for Strategic Boardroom Leadership. In strategic partnership with UCLA's Human Resources Roundtable (HARRT), UC Irvine's Leadership Development Institute (LDI) and UCLA Anderson School of Management Executive Education. Next Program Date: February 28th - May 19th, 2025 Tuition: $7,700 (USD)* | Current UCLA HARRT Members $5,700 (USD) *Includes 6-Month HARRT at UCLA Membership

Designed for Chief Human Resource Officers

Designed exclusively for CHROs and executive human capital professionals

Dual Certificate from UCI and UCLA

Official certificate from the UC Irvine Paul Merage School of Business and UCLA Anderson School of Management

UC Irvine Merage Alumni Status

Receive Alumni Status upon completion and join 18,000+ alumni worldwide

Mastery of Governance and Fiduciary Responsibility

Participants will gain a robust understanding of board governance fundamentals, fiduciary duties, and oversight requirements, equipping them to uphold ethical standards and ensure effective board composition and infrastructure.

Advanced Financial and Strategic Acumen

The program provides participants with essential financial reporting expertise and insight into audit and regulatory compliance, empowering them to make sound financial decisions and navigate the complexities of corporate strategy, mergers, and acquisitions.

Proficiency in Risk, ESG, and Digital Transformation

Through focused sessions on risk management, cybersecurity, ESG considerations, and digital transformation, participants will be prepared to address modern challenges, including handling activist shareholders, managing executive compensation, and leading through technology-driven changes.

A Unique University of California Collaboration

UC Irvine's Leadership Development Institute and UCLA Anderson Executive Education are joining forces with the UCLA Human Resources Round Table (HARRT) to offer this exclusive, one-of-a-kind offering in Corporate Governance for Chief Human and Talent Officers.

Developing Future Corporate Directors

Immerse yourself in a comprehensive 3-month certificate program, earning exclusive UC Irvine Merage School of Business alumni status. Customized for ambitious Chief Human Resource Officers (CHROs) aiming for board director roles, this program provides a thorough curriculum vital for effective board leadership and strategic decision-making.

Curriculum

13 Chapters · 95 Lessons

1
General Program Information
1. (Included in full purchase)
  Welcome!
2. (Included in full purchase)
  Contact Directory
3. (Included in full purchase)
  Program Live Sessions Schedule
4. (Included in full purchase)
  Attendance Policy
5. (Included in full purchase)
  CHRO Participant Roster (for networking purposes)
2
Session One: Opening - The Leadership Case for CHRO Board Directors
1. (Included in full purchase)
  Session One Description
2. (Included in full purchase)
  Required Pre-Reading One: Case: The Uber Board Deliberates, Bruce Kogut, Columbia Business School, May 13, 2019
3. (Included in full purchase)
  Required Pre-Reading Two: Case: Article: “Inside Uber’s Aggressive, Unrestrained Workplace Culture,” Mike Isaac, The New York Times, February 22, 2017.
4. (Included in full purchase)
  Recommended Readings
5. (Included in full purchase)
  Session One Presentation Slides
6. (Included in full purchase)
  Session One Evaluation
7. (Included in full purchase)
  Session One Recording
3
Session Two: Introduction & The Role of the Board
1. (Included in full purchase)
  Session Two Description
2. (Included in full purchase)
  Required Pre-Reading One: Article: “5 Core Responsibilities of Any Great Board of Directors,” Alexander Puutio, Forbes, Sept. 25, 2024.
3. (Included in full purchase)
  Required Pre-Reading Two: Case: The Uber Board Deliberates, Bruce Kogut, Columbia Business School, May 13, 2019 (Same as Session One)
4. (Included in full purchase)
  Required Pre-Reading Three: Article: “Uber: The Scandals that Drove Travis Kalanick Out,” Zoe Kleinman, BBC News, June 21, 2017
5. (Included in full purchase)
  Recommended Readings
6. (Included in full purchase)
  Session Two Presentation Slides
7. (Included in full purchase)
  Session Two Evaluation
8. (Included in full purchase)
  Session Two Recording
4
Session Three: Leading Board Dynamics & Strategy for Board Members
1. (Included in full purchase)
  Session Three Description
2. (Included in full purchase)
  Required Pre-Reading One: Chapter-The Concept of Strategy. Chapter 1 (pp.3-27) in the textbook Contemporary Strategy Analysis, 12th edition. By Robert M. Grant. Wiley Publishers.
3. (Included in full purchase)
  Required Pre-Reading Two: Article-How Starbucks toppled its top barista
4. (Included in full purchase)
  Required Pre-Reading Three: Article-Starbucks scraps 2025 guidance after fall in sales and earnings
5. (Included in full purchase)
  Required Pre-Reading Four: Article-Starbucks turns to Sharpies, mugs and price freeze to stem traffic slide
6. (Included in full purchase)
  Required Reading Five: Article-Starbucks has been outclassed by local rivals in China
7. (Included in full purchase)
  Session Three Presentation Slides
8. (Included in full purchase)
  Session Three Evaluation
9. (Included in full purchase)
  Session Three Recording
5
Session Four: Executive Compensation & Talent Oversight
1. (Included in full purchase)
  Session Four Description
2. (Included in full purchase)
  Session Four Reading: Executive Compensation 101
3. (Included in full purchase)
  Session Four Reading: US Public Companies Regulatory & Governance Overview
4. (Included in full purchase)
  Session Four: Case Study for Group 1 (Live Session, Breakout Room Activity)
5. (Included in full purchase)
  Session Four: Case Study for Group 2 (Live Session, Breakout Room Activity)
6. (Included in full purchase)
  Session Four: Case Study for Group 3 (Live Session, Breakout Room Activity)
7. (Included in full purchase)
  Session Four: Case Study for Group 4 (Live Session, Breakout Room Activity)
8. (Included in full purchase)
  Session Four Presentation Slides
9. (Included in full purchase)
  Session Four Evaluation
10. (Included in full purchase)
  Session Four Recording
6
Session Five: Financial Acumen for Directors
1. (Included in full purchase)
  Session Five Description
2. (Included in full purchase)
  Session Five: Homework Assignment (Letter from Speaker)
3. (Included in full purchase)
  Session Five: Homework Assignment Instructions
4. (Included in full purchase)
  Required Reading/Support for Assignment: Uber Financial Statements - 10-K for 2024
5. (Included in full purchase)
  Recommended Readings
6. (Included in full purchase)
  Session Five Presentation Slides
7. (Included in full purchase)
  Session Five Evaluation
8. (Included in full purchase)
  Mid Program Evaluation
9. (Included in full purchase)
  Session Five Recording
7
Session Six: Regulatory Frameworks, SEC and Ethics
1. (Included in full purchase)
  Live Virtual Session: April 11, 2025
2. (Included in full purchase)
  Session Six Description
3. (Included in full purchase)
  Required Pre-Reading One: Introduction to Corporate Governance
4. (Included in full purchase)
  Recommended Readings
5. (Included in full purchase)
  Session Six Evaluation
6. (Included in full purchase)
  Session Six Presentation Slides
7. (Included in full purchase)
  Session Six Recording
8
Session Seven: ESG Governance Fundamentals & Emerging Issues
1. (Included in full purchase)
  Live Virtual Session: April 25, 2025
2. (Included in full purchase)
  Session Seven Description
3. (Included in full purchase)
  Required Pre-Reading One: The language of ESG is killing ESG, Michael Maslansky
4. (Included in full purchase)
  Required Pre-Reading Two: Regulatory Shifts in ESG – What Comes Next for Companies, HLS Forum on Corporate Governance
5. (Included in full purchase)
  Required Pre-Reading Three: Caremark and ESG, Perfect Together: A Practical Approach to Implementing an Integrated, Efficient and Effective Caremark and EESG Strategy, Leo E. Strine, Jr., Kirby M. Smith and Reilly S. Steel
6. (Included in full purchase)
  Session Seven Presentation Slides
7. (Included in full purchase)
  Session Seven Evaluation
8. (Included in full purchase)
  Session Seven Recording
9
Session Eight: Risk Management & Cybersecurity
1. (Included in full purchase)
  Live Virtual Session: May 2, 2025
2. (Included in full purchase)
  Session Eight Description
3. (Included in full purchase)
  Session Eight Evaluation
4. (Included in full purchase)
  Session Eight Pre-Reading One
5. (Included in full purchase)
  Session Eight Pre-Reading Two
6. (Included in full purchase)
  Session Eight Comprehensive Memo from Professor Stephen Cooke
10
Session Nine: AI & Digital Transformation
1. (Included in full purchase)
  Live Virtual Session: May 9, 2025
2. (Included in full purchase)
  Session Nine Description
3. (Included in full purchase)
  Session Nine Evaluation
11
Session Ten: M&A & Board Activism
1. (Included in full purchase)
  Live Virtual Session: May 16, 2025
2. (Included in full purchase)
  Session Ten Description
3. (Included in full purchase)
  Recommended Readings
4. (Included in full purchase)
  Session Ten Evaluation
12
Closing Session Simulation Prep
1. (Included in full purchase)
  April 25: Closing Session Prep & Simulation Description Recording
2. (Included in full purchase)
  CHRO Closing Session 2025, Mock Interview Description
3. (Included in full purchase)
  April 25 Presentation Slides: Overview of the Closing Session Simulation
4. (Included in full purchase)
  Prep: Mock Interview Sample Questions
5. (Included in full purchase)
  Required Pre-Reading One: Uber Financial Statements - 10K for 2024
6. (Included in full purchase)
  Required Pre-Reading Two: Uber to Pay Babysitters in Race to Attract More Women Drivers
7. (Included in full purchase)
  Required Pre-Reading Three: Uber Technologies Partners with Cheddar
8. (Included in full purchase)
  Required Pre-Reading Four: Is Uber Technologies a Buy, Sell or Hold in 2025?
9. (Included in full purchase)
  Required Pre-Reading Five: Uber, Lyft Risk Losing Customers as Fares Jump 7.2%
10. (Included in full purchase)
  Required Pre-Reading Six: Uber Targets Personal Injury Lawyers in Multimillion Dollar Ad Campaign
11. (Included in full purchase)
  Required Pre-Reading Seven: Uber’s CEO Says Drivers Have About 10 Years Left Before They Will Be Replaced
12. (Included in full purchase)
  Required Pre-Reading Eight: Analysts See Uber As Potential Robotaxi Winner
13. (Included in full purchase)
  Required Pre-Reading Nine: Uber Freight Announces New Tech Offering
14. (Included in full purchase)
  Required Pre-Reading Ten: Uber Hits Record High After Unveiling First-Ever Share Buyback
15. (Included in full purchase)
  Required Pre-Reading Eleven: Uber’s Results Hit by Legal Costs After Decades of Regulatory Battles
13
Session Eleven: Closing, Board Trends, Preparing for Board Service and Graduation
1. (Included in full purchase)
  Live In-Person Session: UCLA Anderson School of Management Collins Center Classroom A201
2. (Included in full purchase)
  Parking Instructions to the UCLA Parking Structure 4 and Collins Center
3. (Included in full purchase)
  Session Eleven Description
4. (Included in full purchase)
  Final Program Evaluation

Session 1: Opening, The Leadership Case for CHRO Board Directors

Session with Prof. Noah Askin, Ph.D. The board of directors is an organization’s highest decision-making body. Their prominence makes them a subject of intrigue and study, yet board functioning remains challenging. Even the most engaged boards face obstacles in overseeing management and providing guidance. These issues—information asymmetries, coordination constraints, and social dynamics—persist across industries. This program will cover these challenges, board membership fundamentals, and essential skills. In this session, we’ll focus on why CHROs should be better represented on boards and how to transition into board roles. Our opening session will foster connections, emphasizing leadership and board cohesion. We’ll then explore a key theme: corporate culture, or “tone at the top.” To dive in, we’ll analyze Uber’s case. As a board member, how could you assess its culture, and what actions might you take? We’ll also examine the board’s role in addressing cultural issues.

Session 2: Introduction & The Role of the Board

Session with Prof. Carla Hayn, Ph.D. In this session, an overview of why we have corporate governance and the role of the Board of Directors is provided. Directors’ fiduciary duties are explained and the ways these are carried out are explored. The operations of the board through its major committees is also examined. .

Session 3: Leading Board Dynamics & Strategy for Board Members

Session with Prof. Margarethe F. Wiersema, Ph.D. Superior financial performance relies on a clear strategy that ensures a sustainable competitive advantage. A key board role is overseeing company strategy. This session helps executives enhance strategic analysis and decision-making, broadening perspectives and sharpening strategic thinking. Practical and problem-oriented, it applies the latest insights to industry competition and strategy evaluation. Through real company cases, participants will gain a deeper understanding of the challenges and opportunities companies and their boards face. This session equips executives with the knowledge to improve decision-making in a dynamic environment, providing new perspectives and valuable skills to strengthen their organizations.

Session 4: Executive Compensation & Talent Oversight

Session with Mercer Consulting This session will provide participants with an introduction to topics within the purview of Compensation Committees of US public companies., including executive compensation design and oversight of broader human capital topics. Participants will collaborate with others during a role-playing activity to practice applying their “Board member” (as opposed to CHRO) perspective to Compensation Committee matters.

Session 5: Financial Acumen for Directors

Session with Prof. Carla Hayn, Ph.D. In this session, the financial information that board members need to know to provide oversight and effectively monitor the organization’s financial performance and activities is discussed. An overview of the major information provided in the three main financial statements is provided. Emphasis is placed on helping non-financial directors understand the organization’s finances and financial reports.

Session 6: Regulatory Frameworks, SEC & Ethics

Session with Stephen Cooke A comprehensive understanding of key regulatory requirements, ethical standards, and compliance responsibilities critical to effective board oversight. This session emphasizes navigating SEC regulations and fostering an ethical corporate culture, ensuring that board directors are well-prepared to uphold accountability and transparency.

Session 7: ESG Governance Fundamentals and Emerging Issues

Session with Seyfarth Shaw LLP This session will explore the critical intersection of environmental, social, and governance (ESG) and corporate governance, understanding how these two fundamental concepts shape the modern business landscape. As organizations face new levels of competing scrutiny from stakeholders, consumers, activist shareholders, and regulators regarding their ESG practices, it is imperative for future board members to grasp the principles and strategies that drive responsible corporate behavior. Participants will gain insight into the regulatory landscape impacting ESG practices and how companies can navigate these requirements to achieve sustainable growth. The session will cover key concepts and topics such as ESG oversight expectations for boards, the importance of materiality assessments, board structure for effective ESG oversight, reporting standards and frameworks, regulatory compliance, and the integration of ESG factors into corporate strategy while employing and maintaining “good governance.”

Session 8: Risk Management & Cyber Security

Offers an in-depth look at identifying, assessing, and mitigating risks, with a focus on safeguarding against cyber security threats that impact organizational resilience. Participants will gain practical knowledge in risk oversight, equipping them to address and navigate today’s complex cyber and operational risk environments effectively.

Session 9: AI & Digital Transformation

Session with Tom Andriola In today's rapidly evolving business landscape, technology and artificial intelligence (AI) are not merely tools but pivotal drivers of transformation. This session delves into how these advancements are reshaping organizational dynamics and underscores the imperative for Chief Human Resources Officers (CHROs) to redefine their roles within this digital paradigm. As AI becomes integral to business operations, CHROs are transitioning from traditional HR functions to strategic leadership positions, orchestrating the synergy between human talent and AI capabilities to foster innovation and drive organizational success. This session aims to equip HR leaders with the knowledge, framework, and tools necessary to navigate and lead in the AI-augmented business environment effectively and bring valuable input and contributions to the executive suite and boardroom.

Session 10: M&A & Board Activism

Session with AON 2025 is gearing up to be a hot M&A market due to the potential cooling of interest rates and a perceived more business friendly transaction environment. M&A brings with it unique challenges and opportunities for CHROs, as it relates to transaction related shareholder votes (i.e., say -on-golden parachutes and the deal itself for public companies) and executive and employee retention and performance considerations leading up to and following an actual transaction event. This type of an environment also brings with it activism risk from traditional channels (i.e., proxy voting , or shareholders looking for board seats, hostile take-overs, etc.) and evolving channels, such as social media. This session will explore the contributing factors to a likely uptick in M&A and activism activities, and how CHROs and their boards can best mitigate risk and seize opportunities in 2025 and beyond.

Session 11: Closing, Board Trends, Readiness, Preparing for Board Service and Graduation

Session with Willis Towers Watson, Prof. Noah Askin & Prof. Carla Hayn In our final session, we will be participating in a simulation that will put you in the role of interviewing for a board position—and in the role of interviewing potential board members. We will conclude by wrapping up the program and providing space for you to reflect on your experience over the prior months.

World-Renown Faculty & Industry Leaders

A unique combination of world-class UCI and UCLA faculty combined with the experience and expertise of leading industry executives in the field of corporate governance.

Noah Askin, Ph.D.

Professor Organization and Management; Faculty Director, UC Irvine, Paul Merage School of Business

Carla Hayn, Ph.D.

Professor of Accounting; Accounting Area Chair; Ernst & Young Chair in Accounting, UCLA Anderson School of Management

Margarethe Wiersema, Ph.D

Dean's Professor, Strategic Management, UC Irvine, Paul Merage School of Business

Tom Andriola

Vice Chancellor & Chief Data Officer, UC Irvine

Stephen Cooke

Adjunct Professor, UC Irvine, Paul Merage School of Business

Laura Wanlass

Partner, AON

Juliet Archer

Principal, Mercer

Will Ferguson

Senior Partner, Mercer

Michael Oclaray

Senior Director, Executive Compensation and Board Advisory, Willis Towers Watson

John Bremen

Managing Director & Chief Innovation & Acceleration Officer, Willis Towers Watson

Ameena Majid

Impact & Sustainability Partner, Seyfarth Shaw

Giovanna Ferrari

Partner, Litigation & ESG Leadership, Seyfarth Shaw

Strategic Industry Partners

In addition to our world-class UC Faculty and Instructors, this program combines the real-world expertise, relevance and application of our strategic industry partners. This program includes special sessions led by Mercer, Seyfarth, Deloitte, AON and WTW.

About HARRT at UCLA

In today’s complex work environment, effective human resources management is critical to the success of any organization. Established in 1986, the Human Resources Round Table - HARRT at UCLA is dedicated to fostering this success by empowering senior HR leaders. HARRT at UCLA is an exclusive, invitation-only membership organization for Chief Human Resources Officers (CHROs) and their teams. Our members are senior executives who lead the design and execution of HR strategy and policy at prominent global organizations, spanning a diverse range of industries. HARRT draws upon UCLA’s interdisciplinary expertise, with associated faculty and thought leaders who bring contemporary insights from a wide range of fields. Through regular educational events, peer-to-peer collaboration, and cutting-edge research, HARRT supports the development of transformative HR strategies that shape the future of work and organizational success. Understanding the growing importance of HR expertise in corporate governance, HARRT is pleased to collaborate on this unique CHRO Corporate Governance Certification Program with the UCI Paul Merage School of Business and UCLA Anderson School of Management to equip senior leaders for future board service. Explore HARRT at UCLA—where leadership, innovation, and HR strategy converge to drive meaningful impact. Learn more at: https://harrt.ucla.edu/

Take Your Seat at the Table: Enroll Today!

The need for CHROs in corporate boardrooms has never been greater. As organizations navigate complex challenges like ESG, digital transformation, and workforce evolution, boards are turning to human capital leaders for strategic guidance. This is your moment to position yourself as a sought-after corporate director, equipped with the expertise to lead at the highest level. Don’t wait—spaces in this exclusive program are limited, and the opportunity to elevate your leadership profile is now. Enroll today to secure your place among forward-thinking CHROs shaping the future of board governance.

Please contact us for access.