12.4 How to conduct board evaluations Flashcards
ICSA (2011) identified three issues with evaluation. Name 1.
- prone to conflicts of interest
- excessive reliance on internal evaluations
- boilerplate reporting
Nicholson & Kiel (2005) offer a 7 step board evaluation framework:
1 What are our o\_\_\_\_\_\_\_\_? 2 W\_\_ will be evaluated? 3 What will be e\_\_\_\_\_\_\_\_\_? 4 Who will be asked? 5 What t\_\_\_\_\_\_\_\_\_ will be used? 6 Who will do the evaluation? 7 What will you do with the r\_\_\_\_\_\_\_\_?
objectives Who evaluated techniques results
Nicholson & Kiel (2005) provided a 7 categories of benefits to board evaluation. List 4.
Leadership Role clarity Teamwork Accountability Decision-making communication board operations
The FRC guidance on board effectiveness states that external board evaluators should be given full access to … what?
board and committee papers
When is it more appropriate to evaluate the board as a whole (rather than as individuals)?
When it is the first attempt at evaluation.
Cross identifies four groups that may be subject to evaluation. What are these?
1 The Board
2 Committees
3 Board/committee chairs
4 Individual directors
Leblanc and Lindsay (2010) suggest three criteria for considering the effectiveness of individual chairs and directors:
1 Fulfilment of r___ description
2 Contribution of specific s______ and diverse outlook
3 P______ attributes
role
skills
Personal
Who, other than directors, may be asked to evaluate the performance of the board?
Management
Major customers
Regular attendees such as consultants
Cross suggests four types of evaluation technique that may be used. What are they?
Informal discussion
Benchamrking (against codes of governance)
Questionnaires
Participant observation
Which three groups might conduct an internal evaluation?
The company secretary
The nomination committee
Directors themselves
Appointing an independent external evaluator may promote greater o__________.
objectivity
“The annual report should describe… how the booard evaluation had been conducted, the nature and extent of an external evaluator’s contact with the board and individual directors, the outcomes and actions taken, and how it has or will influence board composition.”
Name the source of this quote.
UK Governance Code 2018, Principle J.
Which technique does Cross say can have a huge impact on board cohesiveness and trust, as well as awareness of individual differences?
A facilitated discussion about individual feedback.
How could underperformance of directors be dealt with?
Through mentoring / coaching
