Board Evaluations & Assessments:
Enhancing BOARD Effectiveness
Increase Board Effectiveness through Insightful Board Evaluations
Board evaluations are an invaluable tool for improving board effectiveness and are essential for ensuring continuous improvement in board functioning.
Board evaluations enable directors to reflect on how they are functioning as a board - what is working well and what improvements may be needed.
Board evaluations can better align the board and senior management and can also be used for board succession planning.
Board evaluations can allow board members to provide their perspective on what changes in board focus, process and practices may lead to greater board effectiveness.
The Power of Board Evaluations
When individual director assessments are part of the board evaluation process, directors also have the opportunity to reflect on their own levels of participation and effectiveness. Confidential reviews by board colleagues (peer reviews) help directors understand how they are perceived by their colleagues and can provide constructive feedback to improve individual and overall board effectiveness.
Using experienced independent corporate governance consultants to conduct the board’s evaluation from time to time can invigorate the board evaluation process.
Our approach
We tailor the approach and adjust our process based on the particular needs of each board. Our goal is to identify what the board is doing well and any areas for improvement that could enhance the board’s overall effectiveness. We work with board and management leadership to understand the company, and what is important for the board at this time.
Elements of a board evaluation process may include all or some combination of the following:
The board's evaluation of its own effectiveness
Committee evaluations
Individual director assessments
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In addition to any areas identified in our interviews with board leadership and select members of senior management, areas we may explore include some fundamental features of board governance including the following:
- Board dynamics and culture;
- Alignment on the current strategy and direction of the organization;
- CEO succession planning;
- Board composition and succession planning;
- Board/management communications;
- Board materials/information;
- How the board spends its time; and
- Any company-centric issues not covered in the above
Our questions are tailored to each board and typically call for brief written responses, oral responses during interviews with board members, or some combination of the two. We have found that standardized questionnaires and ratings are less helpful to understanding director perspectives. We want to hear what directors have to say and our role is to listen to them.
We work with board leadership to determine the process best suited to a particular board at the time.
We distill and analyze responses, identify issues for further discussion or work and report results back in the aggregate and without attribution. Our recommendations are based on the results and our experience as corporate governance consultants and advisors.
Our processes are all confidential to encourage candor on the part of the board members. We are mindful of the attorney-client privilege to the extent it may apply to a particular board evaluation.
Our Strengths
We offer a distinctive, practical approach to each engagement drawing on our years working with a variety of boards as independent corporate governance consultants and advisors and our prior in-house legal and corporate secretary experience supporting our large public company boards and in implementing sound corporate governance practices. We know what works.
Board members are able to be more candid in their comments on board operations when working with an independent governance consultant, particularly in their self-evaluations and in peer assessments. Independent governance consultants can often be more candid in their comments to the board when presenting the results of the board evaluation.
As governance lawyers, we understand the legal underpinnings of board responsibilities, including fiduciary duties, and how governance practices may aid or hinder boards in carrying out those responsibilities.
WHAT CLIENTS SAY
