Delivering D&O Questionnaires Paper vs Digital

Danielle: … taking the time to join today’s webinar with Diligent, Delivering D&O Questionnaires: Paper Vs. Digital. My name is Danielle Nathanson and I am part of the marketing team here at Diligent. I am joined today by my colleague Ray Judge who has been with Diligent for more than four years, and has helped hundreds of governance professionals streamline their board meeting prep process and better prepare their D&O questionnaire.

Before we get started, we would like to start with a quick poll her for you all. We’re interested to know how are you currently distributing preparing and distributing your D&O questionnaires? It looks like about 75% of you, a little more than what I thought, do email, PDFs, and Word docs. A few of you still use paper. Not many people are using digital solutions. This will be a great webinar for you all to learn a little bit more about the differences in the way you can deliver your D&O questionnaire.

Now, I would like to hand things over to Ray to take us through the different ways to deliver D&O questionnaires

Ray: Great, thanks Danielle. Just to take a half a step back here, I want to talk a little bit about the fact that Diligent is known for our board portal which we call Diligent Board. Today, we’re going to talk about our Diligent D&O module which exists on all the same infrastructure that our board portal exists on.

Based on our survey that we just saw, I would guess that you guys are well aware of just how long and laborious the D&O process can be. We hear that administrators can spend upwards of 20 hours getting that material together and that the end user, the recipient of that questionnaire, can spend upwards of two hours getting that response together and back to the administrator. Our goal today is to show you how we can cut that time in half and then some.

We saw in the poll that a few of you are still using paper. You’re painfully away of the fact that if you have 10 people filling out a 50-page questionnaire, then this is a process where you are literally managing reams of paper, and every year looking for a home for all that paper taking up a lot of physical space. That would be what we could stage one of the evolution of the D&O process. I think this is the stage where most of our listeners are in today, using PDF and Word document.

We see a lot of this in our work on the board portal side. This comes with a lot of its own challenges. Probably the biggest of which is, first thing that a lot of people or at least a lot of people do when they get a PDF is they print it out. Many people were using the PDF distribution methodology, or really just having someone else print out and completing the process via paper, that’s what we would consider the second stage of the development of the D&O process.

What we’ve seen lately is some over clients using online surveys, like a Survey Monkey type solution. These solve some of those issues, but I would argue that security would remain an issue here much like it’s an issue for paper and that are distributed to PDF. You definitely have some security issues when using a survey platform that’s not really set up for the sensitive information that you find inside of the D&O questionnaire, not to mention the fat that your online service module isn’t built for the D&O process. You’re not going to be able to have people sign that survey. You’re not going to as an administrator not going to be able to pre-fill that survey, probably the most important thing, the most important difference would the level of support that you get. We’ll talk more about that in a minute.

Because the next level or the next phase of the D&O evolution would be to use a solution like the Diligent D&O module. We’re going to see most of all of these bullet points here as we walk through the demonstration in a second, but before we do that I do want to talk a little bit about two quick things. First of all, security.

As I mentioned, our D&O module just on the very same platform that houses our very popular board portal, now our board portal is used by over 100,000 people in 60 different countries in five different languages, our board portal has been around for 15 years. This is a very mature product, and the D&O module exists on that same infrastructure. We work with some of the most demanding organizations in the world when it comes to the management of their data. They trust us with their most sensitive corporate data, and so security on our platform would be unmatched on any other platform that you might consider.

The other thing is support. When you call Diligent, the phone rings and person picks up. This is the case 24 hours a day, 7 days a week, 365 days a year. This is award winning support delivery module. This is an important part of getting the solution adopted by the end user, so you’re not going to send them something that’s electronic only to have them print it out. You’re going to execute your entire D&O process without anyone printing out a single piece of paper.

With that, let’s take a look at the product itself. I’m going to jump right into the D&O module. I’m actually right now in the middle of building a book by scratch. There are two ways to build the D&O questionnaire. The first way that we’ll look at is building it from scratch. I have a questionnaire running right here. I’m going to jump right into the editor right here, and I’m going to go to the last question and add a question at the end just to show you how simple it is to build these questionnaires out.

I’ll scroll down to the bottom of the page. I’ll hit this add a question plus sign. I’m going to add a list question. Some people like to refer to that as a multiple choice question. In the D&O module, a lot of the questions are yes/no. I’m actually going to copy and paste this in. I’m using a dummy questionnaire here that is not in the Diligent D&O. Just for full disclosure here. I’m not showing everybody an actual Diligent. I took a dummy questionnaire off of the web.

I’m going to copy and paste the question in here. Here we go, and then I put the answer choices in here. This is a simple yes/no question. I want only one answer to be able to be chosen, so I check that box [inaudible 00:07:54]. There’s my question. Now I can add a sub-question, and then I’ll do that here. We’re going to make this one a text question, so the user will be able to enter a comment as an answer to this.

This will be a required question as is the first one, but I’m going to make a contingent question, so I check this box here, then I choose the question upon which this is contingent. This will pop up when the user answers yes to this question. It’s saved. Now I’ve just created that contingent question. This is a required question, but it’s only required if the user answers yes to the original question the one on which this is contingent.

That’s the process of entering a question into your D&O questionnaire. All along you can see what it’s like for the end user by using the preview feature here. This is what the board member will see or the officer who’s filling out this questionnaire when they log in. You can make the questionnaire that you can require a signature in the questionnaire. That’s a submission page. You can in the preview pane that we’re looking at here you can test out the contingency. If this is contingent question, I’m going to answer no. You can see nothing happens. If I change my answer to yes, you see how that contingent question pops up.

We do have a variety of questions types one of which is the email request. If you do ask for an email and the user tries to get around it by just answering gibberish, they’ll be prompted please enter a valid email address. They won’t be able to proceed unless they do answer that correctly. The system will recognize that as a valid email address, accept it and move on. The same is for dates and things of that sorts. It’s a smart questionnaire that allows you to make sure that people are answering the way that you intend them to.

The next thing we’ll do is actually step out of the preview module here. Now I’m going to pre-fill this questionnaire. In other words, I’m answer questions for people. I come all the way back out to the questionnaire manager level here. I can go to the pre-fill manager right here and start answering questions for people. I can answer questions for everyone all at once using the master level pre-fill, or I can answer questions for people individually. I know that most of my board haven’t been convicted of a felony or any of those other typical legal questions. I can go straight to the legal area and answer no for everybody here. You can see how it gets saved every time that I answer a question.

Now I’ve pre-filled the legal questions that just about everybody always answers no to, and then I can come back to the pre-fill manager. Now I’ll choose an individual and pre-fill that questionnaire for this specific user. I jump into Sara Jackson’s version of it. I always know who I’m answering for because I can see their name in the upper left-hand corner. I can put in answers that are specific to Sara Jackson herself. I think you get the idea there. You can see how that gets saved. I come back and I can do that for everybody. See how the status is pre-filled here? Pre-filled here. I can put a note in here. I’ve completed the pre-filled process for Sara Jackson.

You can have multiple administrators working on this and you communicate with each other where you are with the pre-fill process for the different recipients of this questionnaire. Once you do that and you get it all fully pre-filled, both at the master level and at the individual level, the next step in the process is to publish the questionnaire itself.

We come back to the questionnaire manager and we hit the publish button right here. Give it a close date. We’ll keep that title. We’re going to use the permissioning group that are set up right here. You can pick who you want specifically to receive this questionnaire. Now I’m ready to publish. It gives me one last chance to change my mind, because once it’s published you can’t make any changes of edits to it. Now that’s published. It’s ready for people to begin answering. It’s at this point that you would probably fire off an email to that group saying there is a published questionnaire for you, please log in and get going on that.

You can actually observe their progress by using the submission manager here. You can see we just published this. No one has answered anything that’s why it’s 0% here. You actually see whether or not they’ve even opened it right here. You can really keep good tabs on people’s progress. If you have to nudge somebody, it’s easy for you to know who needs a little encouragement there in terms of getting the questionnaire answered.

That’s much pretty much it in terms of building a book from scratch. Now that process can be somewhat onerous if you do have one of those really long questionnaires. If you have a 50-pager that’s going to take you many, many hours to create on the Diligent platform we will actually help you do that. First of all, we’ll train you and provide you with unlimited training so that you can do it yourself. We also offer for a service where we’ll actually do the building for you. This is something that you’ll need to do one time. Because once you do it the change from here to here, as you well know, is really not that significant that’s what we’re about to do in a second here is to bring a completed one forward from a previous year. You’ll see how easy that is.

If the prospect of building a 50-page questionnaire is something that seems daunting to you inside of the Diligent platform that’s something that we certainly can do for you. Again, that’s something that would have to be done one time. That’s the building from scratch.

What I’d like to do now is show you just how simple it is to bring forward last year’s questionnaire. Here we have a questionnaire that was answered by everybody already. What I’m going to do is duplicate it. We’re hitting that button. Now I want to duplicate this one with the answers, so I’ll leave this box checked and this radio button checked right there. I’m going to change the name of it to 2015A because we already did a 2015. I’m going to bring forward that entire questionnaire, all of the questions and everyone’s individual answers have now been brought forward.

The first thing you’re probably going to want to do is maybe tweak some of the questions. You probably have some questions that have dates on them. It’s easy to just come up here at the editor and jump in. Maybe you need to … I’ll just add the dates, the year in this case. I’ll hit save. Then you can go to any of these questions and edit them very easily like I just did by using the editor here. Once you tweak the questions and get them fully edited, then you can go back to the pre-fill manager and maybe you a user, here’s the pre-fill manager, maybe I have a user where some their individual details have changed. Maybe Sara Jackson she got married. She has a new last name. We’ll come in and we’ll make that change for her.

You can see how easy it is for you, the administrator, to pre-fill those questions, tweak them, tweak the ones that you’re bringing forward from last year, and make it really easy for the recipient of the questionnaire. They’ll be able to open up this questionnaire and just edit it. If they need to change an answer they can change it, and they won’t have to go through the whole effort of finding out how many shares they own to bring that data forward. All of that data will be in this particular questionnaire as you’ve sent it out because it will have all of last year’s answers in it.

Once you get all the answers pre-filled and every, then it’s the same process of publishing that we saw before. Publish. Insert a close date. You can see how it’s bringing forward all the same permissions, all the same people are entitled to see this. There it is. It’s published.

It really is as simple as that as bringing that questionnaire forward, tweaking some of the questions themselves reflecting, let’s say, the new year or what have you. Maybe you tweaked some of the pre-filled answers for some of your recipients, somebody gets a new name, new job, whatever, and then you publish it, and then they have, and they have a whole lot less work to do. That’s how our D&O module will save everybody tons of time relating to the whole D&O process.

If there are any questions, I’m happy to answer them now. I don’t know if … Danielle have we gotten any questions yet?

Danielle: Yeah. If anyone has any questions now’s the time to use the question pane, but we did get a few questions throughout the webinar. Ray, we’re going to get started with the Q&A for the last few minutes. The first question we have is how does the reporting aspect work?

Ray: At every and any stage, you can export any of this content whether it’s in draft mode or in publish mode. You can export it to a PDF so that you have your own copy of an individual or every individual answer. You can also export to an Excel spreadsheet that will give you a compilation of everyone’s answers all in one field.

Danielle: Great. Second question we have is how many questions can we put per page?

Ray: That’s a matter of personal taste. The technical answer is unlimited. If you are going to[inaudible 00:21:10] printing everything out, then you’re probably going to want to pick your number of questions what would normally fit on a regular printed page just to make it easy for the end user. These are things that you will learn during implementation. You’ll receive the training that will allow you to set the questionnaire up so that it looks good whether it’s being answered electronically or in print. Again, certainly, if your preference is to have Diligent create that first questionnaire for you, we’re happy to do that as well.

Danielle: Great. What happens when I need to add or delete users?

Ray: It’s as easy as unchecking some of those boxes that you saw while we were in the process of publishing. You saw how there was a long list of users and some of those names were checked and some weren’t. If you have a questionnaire that’s being published and certain people are no longer required to answer it, then you would simply uncheck their name if they’re even still in the system as a user.

Danielle: Pre-fill is the director of this pre-fill question like the address. Will that save in the mastering copy forward?

Ray: Absolutely. When you pre-fill an answer, that questionnaire gets sent to the end user with that answer in there, but then the end user can update that. If you put their address in and it’s wrong, they’ll change the address, and that’s what will be saved as their answer to that questionnaire.

Danielle: Great. Another question, can you put everything into a master of all answers for individuals and compare their answers from the year before?

Ray: There’s a way to do that. You’re talking about a fully executed questionnaire where you have someone’s questionnaire fully executed and you want to see what it looks relative to last year’s questionnaire. There’s an easy way to do that if you export to an Excel spreadsheet in both instances, then you’ll have the two spreadsheets there that you’ll be able to not only compare that user’s answers to last year, but still have everybody’s users and you’ll be able to compare them all by looking at those two different exports.

Danielle: Do the directors have access to their old questionnaires?

Ray: To the extent that you want them to, absolutely. What you would be able to do if you want is leave last year’s, or the year before, or every questionnaire up for the end user. What they would see is a completed questionnaire that they can’t change, obviously. Once they submit it, they can’t make any edits to it. If you as the administrator want to, you can leave that questionnaire up and visible to the recipient so that they can go back and see as far back as you allow them to.

Danielle: Great. Can you also do other types of questionnaires, not just D&O, with this program?

Ray: Absolutely. Absolutely. We call it the D&O module because of the importance of being able to bring last year’s questions forward, but anyone running an annual questionnaire where there’s data that needs to be brought forward would certainly benefit from using this platform. We’re seeing that already in its early adoption.

Danielle: Great. Then, let’s see, we have time for two more questions. How do directors and officers correct their mistake after they submit them?

Ray: They would call the administrator, then they would have to work with the administrator on that because there’s no way to edit from the board members, the director, the officer’s interface. Once they hit submit, it’s no longer editable by them, and so they would need to call the administrator and work with them on changing the answer.

Danielle: We did get a few questions about pricing. I don’t know, Ray, if you want to touch up on that.

Ray: Sure. The D&O module is right now an add-on to our board portal, and so I would encourage you to discuss this the D&O module with your Diligent salesperson. I’d also like to add that I know I mentioned it a couple times how we would build that first book for you. That is a service that we will provide at an additional cost to the D&O module itself. The module comes with unlimited training. You certainly by subscribing to the module would receive all the training that you would need to build a book from scratch and manage every aspect of the D&O process if you’re using the module. Again, we offer that building of the first book as an add-on because that is a large first step to get started. I would encourage you to check with your Diligent salesperson to talk specifically about pricing.

Danielle: Great. I think that is all the questions we have time for today. Thank you everyone for joining us. The replay will be sent to you shortly after the webinar, tomorrow afternoon at the latest. If you have any questions or would like to see a full demonstration of Diligent D&O and Diligent Board, please let Ray know. His contact information will be available on the screen shortly.

  • We hear that administrators can spend upwards of 20 hours getting that material together and that the end user, the recipient of that questionnaire, can spend upwards of two hours getting that response together and back to the administrator.
  • Ray Judge

    Regional Sales Director

    Our goal today is to show you how we can cut that time in half and then some.