Board Evaluation Process

Transcription

1 Board Evaluation Process Brought to you by the partners at A Board should be committed to maintaining excellence in governance and, as such, should develop a practice for reviewing its own performance on an annual basis. This two-step evaluation process is presented as a potential tool to accomplish this task. Board Member Self-Evaluation Board membership carries with it both a personal and collective duty to the membership of the Captive. The Board Member Self-Evaluation checklist is an abbreviated outline and a periodic reminder of what constitutes good fiduciary responsibility. This is not a form you need to fill out; however, reflection on the points included will assist in the overall evaluation. Overall Board Evaluation The Overall Board Evaluation form is for each Board member to complete. It contains elements of best practices for corporate governance. As in the past, your responses will be tabulated and shared without attribution with the entire Board. Those areas receiving the lowest scores or with the widest ranges in scores will be discussed. They may translate in to the priorities for the Board and changes to governance practices.. 1

2 BOARD MEMBER SELF-EVALUATION Please take some time to think about your own performance as a Board member. 1. I attend the Board and Committee meetings I am expected to attend. 2. I contribute to the discussion in a meaningful and helpful way. 3. I engage in two-way, honest communication with other Board members. 4. I fully understand my fiduciary duties and act for the benefit of all members, not merely for a particular constituency. 5. I make an effort to be educated on the aspects of the Company that I do not understand. 6. I am adequately well-versed on insurance, reinsurance, underwriting, claims management and investments. 7. I avoid conflicts of interest and abide by and promote the Company s ethical standards. 8. I read the materials distributed before the Board meeting so I can constructively participate and make timely decisions. 9. I work with the other Board members as a team. 10. I engage in opportunities to further develop and enhance my personal leadership skills. 11. I understand that certain work requests of staff and outside consultants need to be agreed to by the Board and I act accordingly. 12. I work with the CEO in a way that creates an atmosphere of trust and cooperation. 13. I understand the CEO works for the entire Board and not for individual Board members and I act accordingly. 2

3 OVERALL BOARD EVALUATION Please rate the following statements in relation to the overall operation of the Board by placing an X in the appropriate box next to each statement. using the following scale: 5 always, 4 most of the time, 3 sometimes, 2 almost never, 1 never The results will be tabulated and comments will be consolidated without attribution. 1. The Board knows and understands the Company s mission and reflects this understanding when addressing key issues throughout the year. 2. The Board engages in long-range strategic thinking and planning and asks the CEO to articulate his vision for the organization s future. 3. The Board stays abreast of issues and trends affecting the Company and the reinsurance markets, using this information to assess and guide the organization over the long term. 4. The Board conducts a comprehensive evaluation of the CEO. 5 (always) (most times) (sometimes) (almost never) (never) 5. The Board ensures that new Board members receive a prompt, thorough orientation. 6. Board meetings are conducted in a manner that ensures open communication, meaningful participation, and sound resolution of issues. 7. The Board meeting agendas are well-balanced, allowing appropriate time for the most critical issues. 8. The Board is willing to tackle policy issues that may be complicated and/or ambiguous. 9. Committees are effective, focusing on pertinent topics and allocating reasonable time. 10. The Board periodically monitors management s and its own adherence to the Company s governing policies. 3

4 11. The Board recognizes its policy-making role and reconsiders and revises policies as necessary (always) (most times) (sometimes) (almost never) (never) 12. The Board is consistent about being prepared for meetings and staying engaged. 13. The Board receives timely, accurate, and useful information upon which to make decisions. 14. The Board sets clear organizational priorities, including a budget, for the year ahead. 15. The Board discusses events and trends in the larger environment that may present specific opportunities for the Company. 16. The Board, when faced with critical issues, sets aside time to brainstorm in order to generate creative approaches or solutions to the problem. 17. The Board spends more than half of its time during discussions on issues of importance to the Company s long-range future. 18. The Board comprehends and respects the difference between its policy-making role and the CEO s management role. 19. When issues come before the Board they are framed in a manner that enables the membership to see the connection between the issue under discussion and the Company s overall strategy. 20. Board goals, expectations, and concerns are promptly, candidly and effectively communicated to the CEO. 21. The Board s actions reflect a commitment to the Company s values and promote ethical and legal behavior. 22. The Board effectively communicates its decisions and policies to internal and external parties. 23. The Board strives for continuous improvement by taking action when opportunities for improvement are identified. 24. The Board anticipates issues and does not often find itself reacting to crisis situations. 4

5 Identify the greatest achievement(s) of the Board during the past year What critical governance issues need to be addressed by the Board in the future? For example: Are Board meeting materials useful? Do policies need to be revisited? 5