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Evaluation of For-Profit (Corporate) Board of Directors

2.Welcome!

This assessment tool can be used to get a reasonable impression of the quality of the most important practices in your Board of Directors.

It takes about 10 minutes to complete the tool -- and with be WELL WORTH YOUR TIME! It can be done completely on-line. Your information in the assessment will not be shared with anyone else.

You could use results of this assessment tool to: 1) ensure a strong foundation from which to undertake a major change effort; 2) do an internal analysis as part of an overall strategic planning activity; 3) develop a common understanding among Board members regarding what needs to be done in your business; and 4) assess how the operations in your Board compare to various "best practices."

Different assessment tools work from a variety of different perspectives. For example, some focus primarily on "business" operations. Others focus primarily on the feelings and beliefs of members of the organization. This tool focuses primarily on business practices and operations.

The assessment tool is divided into different cate

Next to each specific indicator are choices, including “Met,” “Needs Work,” “Not Applicable,” and “Don’t Know.” After reading each indicator, place a check mark under the appropriate choice as to how your business performs to that indicator.

After you have completed the assessment, print out the results by using the "Print" command in your browser (probably available by clicking on the "File" command). Notice which areas need work, especially those marked "E".
1.Please identify yourself. (Your information will NOT be shared with anyone.)(Required.)
2.GOVERANCE (BOARD) -- The following indicators apply to corporations and are in regard to ensuring a high-quality Board of Directors.(Required.)
Met
Needs Work
Not Applicable
Don't Know
a. The organization has at least the minimum number of members on the Board of Directors as required by their bylaws, federal statute and/or state/provincial statute. (E)
b. The roles of the Board and the Chief Executive Officer are well defined and mutually understood, and each fully appreciates and utilizes the other. (E)
c. The Chief Executive Officer is recruited, selected, and employed by the Board of Directors. The Board provides clearly written expectations and qualifications for the position, as well as reasonable compensation. (R)
d. The Board evaluates the Chief Executive Officer’s performance on a regular basis in accordance with Board-approved personnel policies.
e. The Board of Directors acts as governing trustees of the organization, on behalf of the stockholders and stakeholders at large, by actively participating in strategic planning for the overall organization. (R)
f. The Board's nominating process ensures that the Board retains expertise to effectively guide the strategic direction for the business and represent its stakeholders. (R)
g. The Board members receive regular training about the general responsibilities of any governing Board (note that training is not the same as orientation – see next item). (E)
h. Training includes rules and regulations applying to Boards of publicly traded companies. (E)
i. New Board members are oriented to the unique aspects of the organization: the organization's mission, bylaws, and policies and products. This information is provided to each Board member in the form of a Board manual. (A)
j. Board organization is documented with a description of the Board and Board committees (if applicable) responsibilities. (A)
k. Each Board Committee has a specific work plan that specifies the purpose and goals of the Committee. (R)
l. Bylaws conform to federal and/or state/provincial statutes and have been reviewed by legal counsel. (R)
m. The bylaws should describe: a) how and when notices for Board meetings are made; b) how members are elected/appointed by the Board; c) what the terms of office are for officers/members; d) how Board members are rotated; e) how ineffective Board members are removed from the Board; and f) a stated number of Board members to make up a quorum which is required for all policy decisions. (R)
n. The Board of Directors reviews the bylaws annually. (R)
o. The Board has an annual calendar of meetings. The Board also has an attendance policy which requires that a quorum of the organization's Board meets at least quarterly. (R)
p. Each Board meeting has a written agenda and the materials relating to significant decisions are given to the Board members in advance of the meeting. (A)
q. Most of the Board members attend meetings and participate actively in those meetings, as well. Board committees attend to their work plans. (E)
r. Board meetings are focused on strategic matters and then lead to strategic and policy decisions that are followed by the organization.
s. The Board has a process for handling urgent matters between meetings. (A)
t. The organization maintains a conflict-of-interest policy and all Board members and executive staff review and/or sign to acknowledge and comply with the policy. (R)
3.You might see the Free Management Library's topic about Boards of Directors to improve your Board practices.