In the UK, the Corporate Governance Code expects a formal and rigorous annual review that covers exactly these layers (FRC (Financial Reporting Council)). If you want a quick primer on the concept and how it differs from neighbouring terms, start with BoardClic’s explainer, What is a board evaluation.
Why board performance reviews matter
Boards set direction, oversee risk and hold leadership to account. Regular reviews help boards align around strategy, test their composition against the organisation’s needs, and improve meeting quality and decision‑making. For a plain‑English overview of the value created, see Five ways board performance reviews elevate both boards and businesses.
Internationally, the G20/OECD Principles serve as a reference point for regulators, investors and companies. They highlight board responsibilities and transparent reporting as foundations of effective governance (OECD).
What a board performance review covers
A thorough review normally considers:
Board role and focus. Is time used on the right issues, such as long‑term strategy, risk and talent.
Composition and skills. Does the board have the right mix of experience for the strategy. A board skills matrix is a practical way to make this visible and to reveal gaps.
Culture and dynamics. The quality of debate, psychological safety and the chair’s facilitation.
Information and meetings. Timeliness, clarity and suitability of board papers and agendas.
Committees. Clarity of remit and effectiveness of audit, remuneration and other committees.
Individual contribution. Director preparedness, participation and stewardship. Guidance from investor bodies such as ICGN underscores the importance of boards owning these responsibilities and reporting clearly on them (ICGN).
If you are building a metrics framework, How to measure governance effectiveness with KPIs that matter offers practical ideas you can tailor to your context.
How often boards should run reviews
Best practice is to evaluate every year. In the UK, the Code says there should be a formal annual review covering the board, committees, the chair and individual directors. FTSE 350 companies should also have an externally facilitated review at least every three years, and the external reviewer should be named in the annual report with any other connections disclosed (FRC (Financial Reporting Council)).
If your board is outside the UK, check your local corporate governance code. Most jurisdictions expect boards to evaluate themselves annually, and many list specific disclosure points.
Who leads the process
The chair typically sponsors the review. A nominations or governance committee will often guide the scope, timetable and follow‑up, including links to succession planning. The UK Code frames this clearly and expects the chair to commission regular external facilitation on a sensible cycle for larger listed companies (FRC (Financial Reporting Council)).
For step‑by‑step help, we recommend 10 steps to performing a successful board performance review and 5 things to do before and 5 things to do after a board performance review.
Methods you can use
Boards mix methods to get a balanced view:
Confidential surveys. Efficient, comparable and good for trend data.
Interviews and observation. Rich qualitative insights that explain the numbers.
Peer and self reviews. Useful for individual development when handled with care. See 4 steps to effective peer evaluations for a practical approach.
External facilitation. Brings independence, benchmarking and sharper recommendations. For the broader governance context, BoardClic’s guide on the role of board effectiveness reviews in corporate governance is a helpful companion.
Whatever the mix, the crucial part is turning findings into actions that the board actually tracks.
What good disclosure looks like
Investors expect more than “we did a review”. The UK Code says the annual report should explain how the review was conducted, describe the external reviewer’s role and contact, summarise outcomes and actions, and indicate how results influence future board composition (FRC (Financial Reporting Council)).
Plain, specific disclosure builds trust. It also keeps the board honest about progress.
A practical process
Use this simple flow to keep the work focused:
Set objectives. What must improve in the next 12 months.
Scope the review. Board, committees, chair, individual directors.
Choose methods. Surveys, interviews, document review and observation.
Safeguard confidentiality. Promise anonymity where appropriate to encourage candour.
Run the review and analyse findings. Look for patterns, not anecdotes.
Agree actions. Time‑bound, owned by specific people or committees.
Report clearly. Cover approach, key themes and actions, without boilerplate (FRC (Financial Reporting Council)).
Follow through. Track progress at each meeting and revisit mid‑year if needed.
For more depth and templates, the two how‑to pieces here are a good start: 10 steps to performing a successful board performance review and 5 things to do before and 5 things to do after a board performance review.
Common pitfalls and how to avoid them
Treating it as a tick‑box exercise. Tie the review to strategy and risk, not just compliance.
No link to skills and succession. Use a skills matrix to connect insights to future appointments.
Thin follow‑up. If actions are vague, nothing changes. Track them on the board agenda.
Weak meeting hygiene. Improve information flow and meeting discipline alongside behaviours.
Avoiding individual feedback. Handle it professionally and frame it as development. Peer evaluations show their worth when culture supports them.
Non-transparent reporting. Disclose approach and outcomes in line with your code (FRC (Financial Reporting Council)).
Simple checklist you can adapt
Objectives and scope agreed
Methods selected and communicated
Questions tailored to your strategy
Confidentiality and data handling set
Review completed on time
Report drafted with clear themes and actions
Actions owned, dated and on the workplan
Disclosure prepared for the annual report (FRC (Financial Reporting Council))
Frequently asked questions
Is a board performance review the same as a board evaluation
Yes. Most governance codes and market guidance use these terms interchangeably. The UK Code, for example, refers to an annual evaluation that spans the board, committees, chair and individual directors (FRC (Financial Reporting Council)).
How often should we run one
Annually as standard. Many large listed boards bring in an independent facilitator at least every three years (FRC (Financial Reporting Council)).
Who sees the results
The board owns the results. Summaries and agreed actions should be shared in the board and committee minutes, with clear public reporting in the annual report. UK guidance sets specific expectations for what to disclose (FRC (Financial Reporting Council))
What does a good outcome look like
A short list of targeted actions that the board actually completes, visible improvements in meeting quality and focus, and clearer alignment between composition and strategy. Investor‑side principles also emphasise clear accountability and transparent reporting (ICGN)
Helpful articles from our blog
10 steps to performing a successful board performance review
Five ways board performance reviews elevate both boards and businesses
5 things to do before and 5 things to do after a board performance review
How to measure governance effectiveness with KPIs that matter
The role of board effectiveness reviews in corporate governance
Sources for further reading
Financial Reporting Council, UK Corporate Governance Code 2024. The definitive reference for UK‑listed companies on evaluation scope, frequency and disclosure (FRC (Financial Reporting Council)).
OECD, G20/OECD Principles of Corporate Governance (2023). Global benchmark on board responsibilities and disclosure (OECD).
International Corporate Governance Network, Global Governance Principles. Investor‑side expectations on effective boards and transparent reporting (ICGN).
This article is general information. Always check the rules and codes that apply in your listing market and sector.
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