Ways the Board of Directors Can Improve Evaluations
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- Have a clear, agreed upon purpose for conducting the evaluation. Do you want to improve overall performance? Individual performance? Drive shareholder value? Or eliminate someone from the board? If it is the last, a formal evaluation might not be the best route.
- Clarify how information will be collected, who will have access to it, and how it will be presented to the directors collectively and individually.
- Include an assessment of committees in the evaluation. What is the quality of their reports? Are they transparent? What is the overall relationship to the board? Does the committee drive shareholder value?
- Make evaluations complete, thorough, and efficient. Asking each director to complete an exhaustive survey, or even worse, an exhaustive survey on each peer, is an enormous use of time, and many of the directors will either not do them or will not do them in a timely fashion.
- When using a survey for the entire board or committees, customize it to your needs. Measure only those categories that are directly applicable.
- Don’t create materials that can be subpoenaed.
- Routinely evaluate the composition of the board, not just the performance of the directors. As the direction and strategy of the organization shift, so should the skills and experiences of the directors.
- Present the balanced findings to the board, encourage discussion, identify ways to leverage strengths, spotlight areas where adjustments need to occur, and formulate an action plan and timeline for moving forward.
- In a confidential format, have directors evaluate their peers based on observable behavior that highlights how this person can add more value. Then, provide one-on-one, private feedback to each director, preferably delivered by a third party.
- Conduct a separate CEO evaluation at least once a year, but give timely feedback in executive sessions or private conversations.
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