Rare is the company that does not periodically review the performance
of its staff, business units, and suppliers. But rare, as well, is the
company that does such a review of one of its most important contribu
tors - its board of directors. Reviewing a board's performance is not
an easy proposition: it has to be done by the members themselves, peop
le who generally have many other responsibilities and whose time is al
ways at a premium. But done properly, appraisals can help boards becom
e more effective by clarifying individual and collective responsibilit
ies. They can help improve the working relationship between a company'
s board and its senior management. They can help ensure a healthy bala
nce of power between the board and the CEO. And, once in place, an app
raisal process is difficult to dismantle, making it harder for a new C
EO to dominate a board or avoid being held accountable for poor perfor
mance. Done properly is the key here, though. Done incorrectly, board
appraisals can degenerate into self-serving evaluations or unpleasant,
time-wasting exercises. Worse, they can evolve into rigid mechanical
processes that discourage innovation. In fact, all of the approaches t
he authors observed in two years of research were incomplete. The auth
ors have therefore drawn on the strengths of several different approac
hes to synthesize a best-practice process that is both rigorous and co
mprehensive.