NACD Board Leadership Conference NACD Chapter System

Board-Shareholder Engagement: Chico's FAS' CEO and BOD Leaders Discuss Activism

March 2, 2017
Fort Myers, FL



Chico's FAS was one of the largest US public companies targeted by an activist in 2016.  Following unproductive private conversations and public criticism, the activist submitted a competing slate of directors for election to Chico's FAS board while calling for drastic changes to the Company's strategies.  Chico's and its Board responded by directly reaching out to its shareholders with a well-developed communication plan outlining how its strategy and slate of directors were superior.  Ultimately, the activist withdrew its proposals.

Join your fellow directors as Chico's FAS President and CEO Shelley Broader, Board Chair David Walker and Corporate Governance and Nominating Committee Chair Jan Fields welcome you to the Chico's FAS campus and describe the board-shareholder engagement and important lessons learned through this process, including:

 - Understanding the shareholder base

 - Communicating your message effectively

 - Assembling an effective advisory team

 - Assessing vulnerabilities

 - Developing appropriate responses

Attendees will receive a copy of the NACD white paper: Director Essentials: Preparing the Board for Shareholder Activism.  This guide includes key questions and resources on how boards can deal with activist challenges.


Location and Time


Chico's FAS Corporate Headquarters and National Store Support Center
11215 Metro Parkway
Fort Myers, FL 33966

3:00 - 3:30 pm     Registration and networking

3:30 - 5:00 pm     Program and Q&A

5:00 - 6:00 pm     Reception

Speaker Spotlight


Shelley G. Broader

Ms. Broader was appointed President and Chief Executive Officer in 2015. She also serves on the company’s Board of Directors. She is the former President and Chief Executive Officer of Walmart’s EMEA region, where she was responsible for retail operations and business development across Europe, the Middle East, Sub-Saharan Africa and Canada. Previously she served as President and Chief Executive Officer of Walmart Canada, Chief Merchandising Officer for Walmart Canada, and Senior Vice President for Sam’s Club, Walmart’s membership-warehouse format in the U.S.

Janice L. Fields

Janice L. Fields has been a director since May of 2013. Ms. Fields served as President of McDonald’s USA, LLC, a subsidiary of McDonald’s Corporation, from January 2010 through November 2012. Previously, Ms. Fields held numerous other roles at McDonald’s, having started her career as a crew member. Prior to serving as President, she held several executive positions within McDonald’s USA, including U.S. Division President for the Central Division from 2003 through 2006 and Executive Vice President and Chief Operating Officer from 2006 through January 2010. Ms. Fields currently serves on the Board of Directors of Monsanto Company, a leading global provider of agricultural products. Ms. Fields also serves on the boards of The Field Museum, The Global Board of Ronald McDonald House Charities, and chairs the Board of United Cerebral Palsy.

David F. Walker

David F. Walker has been a director since 2005 and serves as Chairman of the Board. Mr. Walker also serves on the boards of directors of CommVault Systems, Inc. and CoreLogic, Inc., and previously served on the boards of directors of Atlantic Blue Group, Inc. during 2012, First Advantage Corporation from 2003 to 2009, Paradyne Networks, Inc. from 2003 to 2005 and Technology Research Corporation, Inc. from 2004 to 2010. Mr. Walker was employed as the Director of the Accountancy Program and the Program for Social Responsibility and Corporate Reporting at the University of South Florida St. Petersburg from 2002 through 2009. Prior to joining the University of South Florida, Mr. Walker was with Arthur Andersen LLP, having served as a partner in that firm from 1986 through 2002 and most recently until 2002 as partner in charge of the firm’s assurance and business advisory services practice for the Florida and Caribbean region. Mr. Walker is an NACD Board Leadership Fellow, a certified public accountant and a certified fraud examiner.



Question about this Event?

Contact NACD Florida Chapter 2937 SW 27th Avenue, Suite 306, Coconut Grove, FL, 33133 phone: 305-567-0280 email: