board and committee

It is crucial that the board conducts a thorough director review that is effective. The process should be clear and timely as well as assist the board understand its strengths and weaknesses so that it can improve the efficiency of the company.

Analyzing the performance of directors individually can be a challenge. The Chair’s contribution to the board has a great impact on others. It’s also challenging to compare boards due to differences in strategy, company cycles, and director refreshment policies.

A director board review could take many forms and the way that a review is conducted will determine the degree of honesty that feedback will be. Some reviews are more informal – simply canvassing the opinions of other directors – while others are more formal such as interviews with fellow directors and the SID or CEO, committee chairs as well as the Company Secretary. The review may also include comments made by a chairman at board meetings, such as the degree of inclusion and information sharing, as well as the discussion sharing.

It is often beneficial to employ an external facilitator who is skilled in conducting these reviews – their neutrality can bring extra accuracy and objectivity to the process. The key is to begin the process by setting the objectives for the review and defining the scope. Once that’s done the next step is to formulate an action plan to evaluate the board and gain insight from the various stakeholders. This could include the distribution of questionnaires and interviews, document reviews and/or using board meeting management software.