How to Conduct a Director Board Review

When the board conducts a director review it’s important to do it correctly. The process should be transparent and timely however, it should also help the board to recognize its strengths and weaknesses, so that it can improve the performance of the business.

The measurement of the performance of directors can be challenging. The Chair’s contribution to the board has a huge impact on other directors. It can be difficult to compare boards because of differences in strategy as well as company cycles and director refreshment policy.

A director board review can take various forms and the manner the review is conducted will impact the degree of honesty that feedback will be. Some reviews are informal, simply presenting the opinions of other directors – whereas others are more structured such as interviews with other directors as well as the SID or CEO, committee chairs and the Company Secretary. The review may also include observations made by the Chairman at board meetings – examining things like the degree of inclusion, information sharing, and the sharing of discussions.

It’s usually helpful to have an external facilitator who is experienced in conducting these reviews. their neutrality can bring extra discipline and impartiality to the process. It is essential to begin the process by clarifying the scope and defining the review’s objectives. The next step is to design a plan on how to evaluate the board and to collect insights from stakeholders. This could include distribution of questionnaires or interviews, document reviews or the use of software to manage board meetings to facilitate data collection.