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How to Conduct a Director Board Review

It is crucial that the board conducts a thorough director review that is effective. The process should not only be transparent and timely but it should help the board know what its strengths and weaknesses are in order that it can improve its performance, and consequently, the performance of the business.

Assessing the performance of directors individually isn’t always easy. The contributions of one director board review director to the board can significantly affect others, particularly when the Chair is involved, and it’s difficult to know the performance of a particular board to other boards. Differences in strategy, lifecycles for companies and director refreshment policies make it difficult to draw comparisons.

The way a director board review is conducted can affect the candor of the feedback. Some evaluations are informal, such as asking other directors to share their views while others are structured, with interviews with fellow directors, CEOs, SIDs chairpersons of committees, and the Company Secretary. The review could include observations made by a chairman during board meetings, including the level of participation in the meeting, the sharing of information, and the discussion sharing.

It is often beneficial to employ an external facilitator who has expertise in conducting these reviews – their neutrality can add consistency and objectivity to your process. The key is to begin the process by setting the objectives for the review and defining the scope. After that the next step is to design a plan to evaluate the board and gather insight from stakeholders. This could mean the distribution of questionnaires, interviews, document review and/or utilizing board meeting management software.

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