Board of Directors Performance Self-Evaluation Questionnaire
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- Leonard Ryan
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1 Board of Directors Performance Self-Evaluation Questionnaire Please check the number that best represents your opinion on each question or statement. In each case 1 is the least favorable response and 5 is the most favorable response. Please send the completed questionnaire in the envelope provided. Board Effectiveness How do you define an effective Board? Please indicate how effectively the Board addresses the following topics. Succession Planning Business Performance Valuation Matters Corporate Governance Strategic Planning Risk Oversight Executive Compensation Mergers and Acquisitions Legal Compliance Shareholder Relations Industry Knowledge Relationship with Management Employee Relations Other Needs Addressed Attention Adequately 1
2 If you choose Other above, please describe the additional topics: Please rate the overall effectiveness of the Board. Least Effective Most Effective The effectiveness of the Board is increasing. What changes would most improve the Board s overall effectiveness? 2
3 Focus Areas Please rank these topics in relative order (1-16) based on their need for focused attention. Please rank at least 5 topics. Place a numeral in the box beside each topic that you rate. Succession Planning Business Performance Valuation Matters Corporate Governance Strategic Planning Risk Oversight Executive Compensation Industry Knowledge Relationship with Management Employee Relations Mergers and Acquisitions Legal Compliance Director Succession Shareholder Relations Other What should be focus areas for the Board over the next 12 months? If you choose Other above, please explain the additional topic. 3
4 Strategy The Board effectively participates in determining corporate strategy. Needs Attention Addressed Adequately The Board receives adequate strategic performance indicators throughout the year. The Board effectively monitors execution of the corporate strategy by management. The Corp Board is able to influence changes in strategy, in a timely way. What strategic performance indicators are most useful? What improvements can be made to the Board's oversight of strategy? 4
5 Interaction with Management and Advisors I have adequate interaction with the CEO outside of meetings. I have adequate exposure to the following executives:. Chief Financial Officer Chief Accounting Officer (Controller) Chief Marketing Officer Chief Technology Officer Chief Compliance Officer (General Counsel) Chief Governance Officer (Corporate Secretary) Internal Audit I have adequate access to the following external advisors. Independent Auditors Compensation Consultant Legal Counsel What improvements can be made to the Board's interaction with management or access to advisors? 5
6 Information Flow Management provides Directors with sufficient information both before and during Board meetings. I receive materials with sufficient time to prepare for the meetings. Please indicate whether you are with the flow of information you are provided by on the following topics. Industry trends Needs Attention Addressed Adequately Competitive challenges Intellectual property Technology Strategic planning Risk oversight Executive compensation Legal compliance Management succession For what other topics would you like more information? 6
7 General What changes would most improve the Board s overall performance? What additional comments do you have on any aspect of your service on the Board? 7
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