Reader, please note I ask the question in an objective way namely ‘why do…?’ rather than ‘why should…?’ as I do not want to be accused of preaching or selling! Rather I seek to identify as objectively as possible the true motivation.

The simple answer, at least as regards publicly listed companies, is that they are required to do so to comply with the Corporate Governance Code. For the most part and in the early days of Board Evaluation that was the principal reason and the less constructive approach of some was to do it just to ‘tick the box’. 

Our more recent experience, based on reports from clients, is that they are commissioned because boards do now see a real value to be derived from the process.

What then is that value? 

The process creates a space within which the board pauses for a moment to focus on how they manage their responsibilities rather than attending only to the substantive business issues. Many times, in one-on-one interviews, the interviewee has remarked positively on the opportunity given to think and talk about the ‘how’. 

The process, properly conducted, will also raise issues which have been lurking for a while in and around a boardroom and in the minds of the members of the board but never actually ‘landed on the table’. Oft it is the Board’s response to these issues in a report, ‘But we knew that already’, to which the answer is ‘Yes, and you told us you haven’t yet found a way to resolve it!’

So, we see the real attraction of a review is that it provides the structure within which these issues can be safely identified, discussed, and a solution found. 

Often, at times of transition, an exiting Chair or a Chair designate appreciates a review which answers the question: “given the context of the business what could or should the Board do better or differently?”. The review provides a road map from which the Board can develop.

The introduction of behavioural science as a lens through which to observe Board practices is new. The impact of that is now being experienced and, we observe, appreciated. It offers Boards a framework to think about how its interactions drive outcomes. A Board exists to offer assurance and to shape the long-term future of the organisation. How the Board interacts either does or does not deliver this.

The changes we see in Boardrooms lead us to believe boards will commission reviews now because they want to, rather than because they must.