An Intro to Board Portals Make 2016 the Year Your Board Goes Digital

Danielle: Good afternoon. Thanks for taking the time to join today’s webinar with Diligent. An Intro to Board Portal. Make 2016 the year your board truly goes digital. My name is Danielle Nathanson. I’m part of the Marketing Team here at Diligent. I’m joined today by my colleague, Richard Harrison, who has been with Diligent for more than five years and has helped hundreds of Corporate Admin, Legal, and IT teams streamline their board meeting prep process. Before we get started today, I just wanna go over a few house keeping items. Today’s webinar should last about 30 minutes. It will be recorded and a replay will be sent out to all registrants shortly after the session. Please feel free to share the replay with your colleagues. Also, please feel free to ask your questions at any time by utilizing the questions pane in the go to webinar panel.

Before Richard gets started, we just like to do a quick poll here for you all. We are interested to know how you primarily prepare and distribute your board materials. Do you stick strictly to paper packs? Maybe email PDF, Word documents, SharePoint, and Dropbox. Some of you may even be using a digital in-house solution but haven’t taken the full plunge into doing everything digitally which is okay. That’s why you’re here today. It’s looking like everyone has just about wrapped out with their answers. Okay, great. It looks like a lot of you are still using paper, email, PDF. A few of you are using some SharePoint and Dropbox, as well as, some of you are still trying to be digital but haven’t taken the full plunge. I hope that we’re gonna be able to teach you a little bit more about board portals and how going digital will make your lives a little easier and more productive. On that note, I’d like to hand things over to Richard to take us through the rest of today’s webinar.

Richard: Thanks, Danielle. To start with, I’m sure for a few of you on the phone, this is just the first time you’re looking into this kind of secure technology for running your board and committee meetings. Some of you, you might have looked at this in the past. The definition of a board portal has probably changed in the last even three years in my experience. Back in around 2012, I would have said it was a place to publish and access board materials. Really as simple as that. Today, what we find companies are looking for and what a board portal is supposed to do is the one log in to all the information your board members and executives need at their fingertips without the security risk that comes with shipping paper, emailing, or downloading PDFs.

The process obviously starts from an administrative perspective. Typically, we find this in the President’s Office, in the Corporate Secretary Office where … I’m sure many or you are in these positions on the phone right now. I know you’re getting this information from different contributors. You’re getting it at various times. It’s coming to you in different file formats as well. As you’re getting this, you’re either starting to assemble and print out hard copies. Most likely, from an electronic format, you’re trying to convert these files whether it’s Excel, Word, PowerPoint, PDF into one big PDF.

Typically, we see that usually with bookmarks as well. Of course, that process can be painful. You’re getting materials at various times. You’re not getting it all by the deadline when you need it. You’re getting these late documents. It’s a pain in the neck to change that PDF or print out the information again. [Re-patronate 00:03:53] and then that material is getting sent to the board later than they’d like. I’m sure you’ve had some whinging board members. They’re not getting it the week before and it’s not the administrator’s fault. They’re getting that information late. Board members are not as prepared as they’d like to be for the board meeting and a good proportion of the meetings, they’re reading something they need for the first time. That’s really not what they should be doing.

A board portal like Diligent allows you to prepare and build the material much faster. You’re going to see that in a moment. It’s much more flexible with changes. We’ve got administrative uses of Diligent boards who are making changes. Updating the agenda the morning of the meeting. Even after the meeting has started, if you can believe that. I know that probably sounds like a nightmare to many of you but it’s a seamless change for the board members. The meeting is not disrupted in any way. For our clients, the board members are much better prepared for the meeting. They’re getting this information earlier. It’s easier to extract the information out of it. They know what they’re looking at. It’s always up to date. They get in to the meeting and that meeting is largely, if not entirely, spent in discussion. Nothing is being read for the first time. No hand outs. No walk in material. Everything is dynamically updated in the digital book.

I’m sure some of you have situations where there’s been a conflict of interest. The management doesn’t get the minutes, compensation reports, and you end up having to create another version of the same book. Whether that’s a hard copy or PDF. You don’t have to do that with the board portal. You should be able to restrict access all the way down to the document level. You just keep one version. You are able to hide documents as you need to. From a board member and executive standpoint, it’s no good just getting these documents and trying to fit through it. Figure out where charts are and which sections not just in the material for the upcoming meeting, but often, they need to go back in reference previous meeting materials. Often a topic that’s coming up in the January meeting came up in the January meeting last year. They need to be able to find that and reference it. If they’re turning to the legal department, they have to go digging through the storage for this. That decision is getting [tabled 00:06:31] in the meeting. It’s less sufficient. They’re going to have access to the information much faster with this and it’s going to be more accurate. They’re going to go to search across the current information and historical information as well.

What we’ll do in a moment is actually dive into the board member experience. You can see how this makes their lives easier. Quickly a little bit about Diligent. What we’re going to look at is Diligent boards. It’s our flagship products. We pioneered this technology. [inaudible 00:07:05] board portal back in 2001. We’ve got over 3,700 companies that are utilizing this and running their board meetings with it. Its runs the governance. Any industry that you can think of. Any entity with a board of directors. What makes my job really easy is our client retention rate is through the roof. It’s over 99%. All those 3,700 companies, almost 80% are completely paperless. That’s not even one person turning around and asking for their assistant to print. A big reason for that is this huge interface that you’re going to see right now. Board members and executives can use Diligent boars on any device. It could be their desktop PC, a Mac, android tablets, Windows Surface tablets, or an iPad.

An iPad is the device that we find most board members gravitate towards so that’s the device I’m going to walk you through today. It’s critical when you move in this direction, you’re evaluating a provider like Diligent. You have to make sure that the interface is consistent across multiple devices. It is a good chance someone’s going to prefer something other than iPad or they’ll leave it at home. They’ve got their laptop with them or they prefer a different device. Just make sure they’re looking at the same thing. They could access the same [feature 00:08:29].

I’ve got my iPad next to me and what I’m going to do is use the AirPlay on my device. You can see the screen. If you look down at the bottom here, and this is my iPad home screen, this is the Diligent boards iPad app. If I tap my finger on this, I come to a log in screen. My username can be pre-populated just so it’s one less thing for me to remember. I put my password in there. I tapped log on and I’ve come to the home screen. One thing that board members would really like, right when they log in is not going to spend two minutes looking for the material for the next meeting. It’s always right there in front of them. How we’ve set this up is the scenario that I’m a Board Member. If we look to the top, we have a bookshelf that says main board indicating I am on the Board. I got two bookshelves here indicating that I’m a member of the Audit Committee and the Executive Committee. Now, I’m not on the Operating Committee or the Governance Committee. It’s very easy for an administrator to use a Diligent board. Again, that could be in President’s Office or the Corporate Secretary Office particularly for that person to restrict access. If everyone should not receive everything, you can restrict that. They’re only accessing the material for that meeting group.

Any new digital book that you publish to the board is indicated to them when they log in. It says new. If we look to the top, I’ve got an example for a new book. Now, any book that they started reading that you gotta make changes to, closer to the meeting, that’s also indicated. It will say updates available. We can see with the book at the bottom here. Now what your board members and executives will do at this point is tap on the book that they want to read. It’s going to sync or download a local copy. This means that they can access the material offline. This is crucial really for the two main scenarios when they’re accessing and reading the board of committee materials. First of all, prior to the meeting … I’m sure for many of you, some of your board members are not local. They’re getting on a plane. Traveling for the meeting. They’re probably reading a hard copy whether they printed it or you’ve shipped it to them on the plane as they prepare. They need to continue to do that with their digital copy so that’s where the sync comes in.

You can see, it’s very fast. Anywhere I do this, in our offices at Diligent or on site somewhere, it never takes me more than 12 seconds. This sync is working in the background which is nice. I can tap on the agenda, start reading the book because it’s syncing page by page instead of one big PDF file. Instantly available to me. Now if we look at the bottom book closely on the right hand side where my mouse is, you can see it just said if close it, five out of five. That meant that only five pages were changed by an administrator. I don’t have to sync the whole book again. Only the changes. It will tell me how many updates are being made and then, I’m provided with the details of the history of exactly what that change is. This is very popular with board members. It’s easy to review documents. Have that revised with a minor change and so then spend the next ten minutes trying to find where that change is. This is something they’ll like. They can tap through their finger and jump immediately to it.

To recap, from this point forward, the user does not need an internet connection at all on the plane but also in the board meeting. There’s never any dependency on a strong WiFi connection. Anyone struggling with the WiFi password, whether they get there. The whole meeting is run offline and that means there’s no disruption either at the beginning or during.

Let’s go into the Q4 meeting book [inaudible 00:12:31] on those agenda. To flip the pages, all I’m doing is swiping with my finger either side. You can also tap with your finger. Just like if any of you have used Kindle or iBooks. You can see the page fills the screen. They’re going left and right like the paper book as well. That’s crucial. What we find, the secret comes down to moving board members truly away from paper is you need to give them a digital solution that looks and feels as close to that paper copy as possible. That really helps ease them in from transition away from paper. This is something that will resonate with them. If you slide your finger over from the left hand side [inaudible 00:13:15], it pulls across the agenda for the meeting. One thing that board members will be looking for in how they already navigate the book with a paper copy, is they need to be able to flip the pages and reference the agenda or the table of contents at the same time.

A lot of board portals struggle with that and it’s a bit of a downfall. It’s a big reason that Diligent has chosen a wide interface is so well received. You can see a highlight wherever I go in blue. There’s no risk of me getting confused where I am. I can slide the tab away. There’s a dotted line at the bottom and this is just my invisible finger sliding along. I can use this to find any page instantly in the book or I can tap on the page on the bottom right corner and type it in. Particularly having a meeting when whoever is chairing will direct us on to a certain page. They can all get there at the same time.

What I’ll move to now is showing you how your board members and executives can annotate their material. There’s a pencil in the top right corner. It’s opened through the options so it’s a highlighter. I’m just doing this with my finger. Let’s pretend to mark up this book. There is a pen, different colors as well. Still just my finger. The use of handwriting, in our experience, is a big factor in whenever board members will fully give up paper or not. Generally, what we find is, if they’re using a system that doesn’t give them a way to make notes easily electronically, there’ll do one or two things, they will bring a notepad with them and just scribble on that with a pen. Or they’re going to be asking or printing a paper copy in order to be able do that as well.

With Diligent, you can write really precisely. The neat little trick here that I started doing is to pinch zoom like you would with any touch screen device and then tap on pen and then write. You can see when I zoom out, the little writing that I did there was as precise as a real pen on paper. You can feel confident. If you were using a board portal such as Diligent, they would use this. There’s no other reason anyone might turn around and ask you for paper.

There’s another option at the top here. Sticky notes. This is where they can use the keyboard. You can also take notes. If you got anyone on your board that heavily dictates. [inaudible 00:16:00] this and I’ll give you a quick example. Ask Danielle about this when I see her at the meeting next week. You see, really reliable. All of these annotations are private to me as the owner. One thing as an organisation you can enable for your users is the ability to share notes. If I tap on private, I can share this note with everyone that’s got access to the book or select people. You can see it looks a little different there. If in fact I share this with Danielle, she’d receive a notification on her home screen. She would be able to jump from there to page 50 in her book. She would see my notes. When she taps on it, my name would be there as the author and then she could add a comment.

For those of you that are looking to [post 00:16:56] more collaboration on the board, this gets widely used for that purpose. Discussion points, raising questions prior to the meeting. You end up with this nice discussion thread and it’s around the content as well. We don’t need to close this, open the book, find the page, read it, come all the way back. Now if I tap done in the top left corner and slide my finger back over, at the top here where is says annotations. When I tap it, it opens up a window where I can find all of my comments. Really handy when someone walks in the room for the meeting.

While we’re here, you can see there’s a voting tab at the top. For many of you on the phone, during the meeting or in between meetings, the board completing with some consents, voting on resolutions, for a lot of Diligent client, they’re using Diligent boards for that purpose as well. I can jump to the signature page immediately. Find out how I’m voting. It’s pretty straight forward. You just follow the prompt. Let’s now vote for this and you’ll see it stamped my signature with the date and time. Top left corner here where is says status, I can check the status of the vote. See how other people have voted and that’s particularly useful for those of you on the phone who conducts votes in between meetings. With this, you don’t have to email board members to find out if they’ve actually got around to doing that yet. You’re going to see that here. This can become public record of the book.

A couple more things and then we’re going to move over to the back end administrative interface. This icon in the top left corner opens up some of the other functions. You see the archives [inaudible 00:18:38]. Current books refers to books or materials for upcoming meetings. Archived books are your historical meeting books. Now there [inaudible 00:18:51] clean copy of the ePublish in the first place. Accessible by a board member at any point. If we look to the top right hand corner, this magnifying glass opens up the search. This will be crucial to your board members. A big benefit over PDF, internal systems, and paper. What it does is it allows them to search by word or phrase. What I’m doing is I’m searching across all my archived books in my site. The most common use case for this will be in your board meetings. I mentioned at the beginning, a topic might have come up at the January meeting last year for example. Rather than asking any of you to possibly go looking through the storage to find that book and that page, during the board meeting, they can find that themselves within about eight seconds. I can tap on any of these results. You can see they’re highlighted in yellow the word that I searched for. It keeps the meeting moving. Again, no decisions are being postponed until this information has been obtained.

Next section, the resource center. This is like a governance library where you can place anything else that’s relevant to the board. I’m sure all of you in the administrative capacity assembling the board materials, you’re putting documents in the meeting [inaudible 00:20:18] like [inaudible 00:20:20] guidelines, procedures, press releases, director manual, probably some chunky documents and a lot of these are not changing that frequently. You can upload them to this section. They’ve always [inaudible 00:20:36] access to them. What I’ve got here in this site are just some examples. You would be able to create whatever you like. It’s all worth searchable. Same permissions in place. Everything’s available offline. It all navigates just like your board book. There’s nothing new to learn.

There’s a contact section. This is where you could place everyone’s contact details for everyone on the board. Executive committee. There’s also a built in calendar. You can [inaudible 00:21:02] or color code it. Anyone joining remotely can include a WebEx or go to a meeting link. This is all available offline as well. There’s also a built in survey questionnaire which unfortunately we don’t have time to go through today. For any kind of D&O or questionnaire, self-evaluation that’s used by clients as well. Hopefully all of you can see that the potential with this is no junk. There’s nothing that your board members and executives would not use and would be in a way. Really clean interface. One place for your board and executives to go to get everything they need.

What we’ll do now is switch over to the administrator side so we can see how this [inaudible 00:21:44]. What I’ve just put up on the screen … This application is called 1-Click. It’s a classic PC application. This is what an administrative user of the [inaudible 00:21:57] will be using. This is the book that we just went through on the iPad. The Q4 meeting book. The other features that we took a look at. As administrator, you will right click with your mouse and select create book from scratch the first time you’re creating a meeting book. You’ll select the date and put in a title. On the groups, this is where you select who this is for whether it’s the board it is fact a sub committee.

Now we’re presented with this blank screen. One thing that I’ve brought up at the beginning is we often find starters [inaudible 00:22:38] for the assembly a receiving file from different departments. They’re coming at different times. Various file format. Those of you that are responsible for the assembly of the materials, I imagine you’re saving these files in a folder somewhere on your network. That’s generally what we find and I’ve opened up a simulation of this. A folder on my network called board meeting documents. I’ve got two examples here. A November folder I’ve created and a February meeting folder. We see a lot of stuff organized the files in their original format according to a numbering system based on the agenda. That’s what we can see here and I think for many of you, this will look quite familiar. If you go into the February folder, we’ve created sub folders first. It’s a little more granular and we see stuff responsible for the assembly use this method when there’s more than one document to do with a particular general item. You might have [inaudible 00:23:40] items on the agenda. For example if we go in to the minutes, we have the minutes and the written consent. We’ve numbered this accordingly [inaudible 00:23:48].

Now, I’m sure both of these folders or one of them will look pretty similar to how many of you are saving the documents as you get them. Whichever way you do it, Diligent will use the organisation you already do today. What I mean by that is, you can drag and drop your whole folder files right into the Diligent board portal. What it does is it gives you a preview window first of how your book will be formatted. If we compare it to our folder, agenda one, agenda one, minutes two, minutes two. We go inside to the one, to the two, to the one, to the two sub types and so on. We’ll go ahead and click import. What happens next is, it’s going to automatically create the agenda that we saw on the left hand side on the iPad and it’s uploading every file simultaneously. During that upload, it’s converting the files to a proprietary PDF that’s getting encrypted so it’s secure. It’s read only. There’s not conversion PDF any of you would need to do with this.

While it’s building, we can make [inaudible 00:25:04] we can move the … For example, it said a written consent is in the wrong place. It should be moved up. We’re going to put the financials down here. It will bring any sub [inaudible 00:25:13] that exist as well if you need to replace the document. It’s so easy to customize this. Let’s say that the financial has changed … I’m sure for many of you, that’s one of the last documents that you’ll receive. It’s as simple as a drag and drop. Whether it’s a revision or a new document. At this point, you could go get lunch. Come back and it’s going to be done.

The last couple of things that we’ll do here for the last three minutes that we have, is we’re going to approve the books. Those books have a built in approval process for internal audit best practices. We’re saying when you’ve uploaded the files, they’re not approved yet. That’s why we can see on the left the [bear 00:26:05] red. You’ve got two approval levels. Not final like a work in progress or final. I’m setting the entire book as pre-final [inaudible 00:26:19]. Anything that you’re missing will appear as gray. Anything that’s light. Now even at this point, your board members cannot see this book. They’re only ever going to see the material when you’re ready for them to see it. There’ll never be any accidents there.

The last thing that you do to publish the book is go back to edit book screen where we just saw everything uploading. Click hidden in the top left corner. We will change this to current viewable on director’s site. Now wherever your board members are, they can immediately see the book. You’ll be able to notify them by emailing from within Diligent boards. This email pops this to the portal using your company address so it’s familiar to the board. You can organize this by groups. That eliminates any potential risk of forgetting someone off the email. You can notify them that the February book is ready for them. For lots of administrative users [inaudible 00:27:15]. They’ll publish the books seven day before every meeting without fail. They know that on that date, they might not have the complete book but they’ll probably have 75%, 80% of it complete. They’ll publish it. Board members will look at this. They’ll see anything that’s black. It’s final. Ready to read. Anything that’s missing will be gray. They’ll know what’s coming. They know you don’t have it yet. It gives them that head start from reading the material that’s ready. They know when you update the book, they’ll be notified within the application. They’re gonna get to the meeting better prepared. Like I said at the beginning, most of that meeting with something like this will be spent in discussion.

That’s really the book building process. For a lot of our clients end to end, this is taking them no more than 30 minutes. A couple of things with the last minute that we have. One thing that’s crucial when you move in this direction is training. You absolutely want to make sure all of your users are trained individually. That means they can learn at their own speed whether that’s fast or slow depending on their technology comfort level. They’ll ask every question they’ve got even when that feels a little embarrassing. You also make sure that you have ongoing 24-7, 365 support. They’ll forget their passwords. That’s the biggest challenge board members have moving to a secure system like this. You want to make sure that that responsibility doesn’t fall [inaudible 00:28:45]. That they’re getting problem responses from the vendor such as Diligent where it’s not taking 30 minutes or an hour but it’s happening in our case, within 5 seconds every single time. With that, over to Danielle.

Danielle: Okay, great. Thank you, Richard. We did have a few questions come in. I know that we’re gonna go probably about five minutes overtime so if you guys have any meetings to catch, feel free to exit the webinar. If you have any questions, also stick around and also to hear some of your fellow listeners’ questions as well. We had a question. Is Diligent available on Microsoft and other tablets aside from iPad?

Richard: Yes. Any device [inaudible 00:29:29] web browser, Diligent has built native apps for the iPads, PC, and a Window tab. The Window tab was actually requested for us to build by Microsoft. That application will work, for example, on a Window Surface tablet or a laptop even. If the laptop is running Windows 8 or above.

Danielle: Our next question, can the administrators create the content on a Mac?

Richard: Yes, they can, is the short answer. Same process on the Mac and, certainly, we’ve got plenty of administrators using that device.

Danielle: On mobile devices, is the data encrypted when [inaudible 00:30:13] mobile device like a tablet?

Richard: Yes. Our mobile apps are actually encrypted databases. They’re encrypted for the technical [inaudible 00:30:21] on the phone at AES 256-bit encryption all the way down to the page level. That means that a user cannot move that data anywhere else. It’s only accessible within the Diligent application meaning they cannot email it anywhere. It can’t be extracted out by a user or any other app on their device. No copy paste. No backup to iCloud or iTunes. Bottom line, it’s staying within the application. As a business, you’re pushing it out, like I said the very beginning, and then you’re able to wipe the application. Do a content wipe of that material and pull it back at any point.

Danielle: Great. What types of files are supported on the portal? Does the file need to be in a PDF format? What other formats [crosstalk 00:31:14]?

Richard: Really any file format. Most commonly that we see getting uploaded by clients Word, Excel, PowerPoint, PDF. There’s certainly no need for it to be in PDF format. One of the nice things for … start using this is you don’t have to convert those files when you get them into a PDF before uploading. That conversion process happens automatically within Diligent.

Danielle: Okay, great. For members who leave the board, how is that configured in the board portal?

Richard: When a member leaves the board, use an administrative [inaudible 00:31:50] user at the company with the access rights are able to remove their access immediately. Similarly if you need to add a user, that’s also something that can be done by the administrator. Removal of access can be done right [inaudible 00:32:12].

Danielle: Just a few more questions before we wrap up. Can an organisation use Diligent to manage multiple boards and committees? For example, they [inaudible 00:32:23] for school board and admin teams, curriculum committee et cetera?

Richard: Absolutely. For a good portion of our clients. They’ve got multiple boards and they’re using Diligent to run those meetings. Various boards and committees you’re able to … Basically, in your Diligent site, there are subgroups and they have their own permissions. For example, when a board member is on board A that are not on board B, they’re not going to see that information. Very easy to use it for multiple boards and committees.

Danielle: Another common question, can users still print board documents?

Richard: Yes. We realize it could be a little scary for some of your board members and they might be digging in their nails into the hard copy. They don’t want to give it up. Yes, printing can be done by an administrator. You can print … Any of you still looking at the screen here, you right click on the book and you can see there’s a print book option there. [inaudible 00:33:26] formatting besides the [inaudible 00:33:27] numbers bookmarked in the corner. You can also export it as a PDF. You can also give a user the ability to print themselves. You can control that on the book on a user level. Sometimes you have clients where they want to remove the ability to print to nudge all the board members in this direction but the chair is adamant. They need to be able to print. Maybe not the whole book but certain sections. In that scenario, you could turn on printing just the chair. They would be able to do it from their computer of mobile device.

Danielle: Okay. I think, we just have time for one more question in relation to printing and syncing the book. Is there an actual log of when the director sync, when they view, when they take notes, things like that?

Richard: Good question. There is not, by design, any kind of logging or tracking of board member activity. Frankly, they wouldn’t use it if something like that did exist. If Big Brother was watching them. It’s built this way to ensure there’s no additional legal discoverability risk for your board members. There’s nothing tracking when they log in. What they’ve read. What they haven’t read. Just as if it was a paper process.

Danielle: I think, that’s all the questions we have time for today so everyone can get back to their Thursdays. If you guys have any additional questions or if you have new questions that were not answered, we will be sure to follow up with you so don’t worry. I just want to take the time to thank you for joining us today. You will all be sent a replay of the webinar. You should receive that shortly. If you have any additional questions that were unanswered or weren’t asked or would like to see a full demo of the Diligent board, just let Richard know. His contact information is available on your screen at the moment.

  • For a lot of our clients end to end,
  • Richard Harrison

    Regional Sales Director, Sales

    this is taking them no more than 30 minutes.