Board size
The average board size is 9.9 directors, continuing the slight increases recorded in the 2021 and 2020 Ireland Board Indexes (from 9.6 and 9.8, respectively).
Boards composed of between nine and 11 members formed a clear majority (45%) of the 2021 cohort with 25% recording more than 11 board members and 30% eight or fewer. In this latest edition the distribution is more even, as our table reflects:
Number of directors on ISEQ 20 boards
|
Percentage of ISEQ 20 |
8 or fewer |
40% |
9 to 11 |
30% |
12+ |
30% |
All but one board had at least one executive member and the majority (65%) had two executive members. 80% of boards in our sample had two or more executive members and the CEO and CFO sat on the board in every case.
At our 30 April 2022 cut-off for review, AIB was the largest board in the ISEQ 20, with 16 members in total. Greencoat Renewables was once more the smallest, with four non-executive directors (NEDs).
Independent directors
60% of our sample considered all their NEDs (excluding chair) to be independent, the same proportion seen in the previous year. No board had more than one non-independent NED except Glanbia, which does not consider members of the board that are nominated by Glanbia Co-operative Society to be independent.
New directors
85% of the ISEQ 20 companies appointed at least one new director to the board during the survey period, a notable increase from the 55% of boards recording a new director a year earlier. 17% of all NEDs were newly appointed. Four of the organisations in our sample had a change of chair, with only AIB among the four making an external appointment. The other three companies appointed their new chair from existing board members.
First-time non-executive directors
We define “first-time” non-executive directors as those in their first term or first three years as an NED and who have not held any other external non-executive role prior to joining the board.
Across all NEDs in the ISEQ 20, 26% were first-time non-executives, the same proportion as last year. 39% of first-time NEDs on the ISEQ 20 are women and 34% hold a nationality other than Irish. Both of these categories represent increases from last year.
Of these first-time NEDs, just under a quarter (24%) were newly appointed to their respective boards. Eight ISEQ 20 boards appointed a first-time NED and one board appointed two first-time NEDs.
Foreign directors
We define foreign directors as having a different nationality to that of the company (all of the companies in our sample are Irish).
The proportion of foreign directors (both executive and non-executive) rose from 28% to 30%, reversing the changes reported last year.
Every board sampled had at least one director with a nationality other than Irish. 29% of board members were non-Irish, a slight increase from last year. Foreign directors continued to make up a significant portion of new appointments, accounting for 39% of all board members appointed during our analysis period. The most common foreign nationality remained British, followed by US citizens.
Female directors
The proportion of female directors across the ISEQ 20 rose by 10% from last year; women now represent 33% of all board members. Every board included at least one female director. The share of female directors on any single board ranged from 17% to 63%. The number of boards with at least 30% female representation has continued to increase, from 45% to 55%. However, on only one board (Dalata Hotel Group) do women account for more than 50% of the membership; the number of female chairs (one) and female CEOs (three) is unchanged.
The number of newly appointed female NEDs rose by 40% to 14 from the 10 seen last year; the share of female first-time NEDs also increased, from 14 to 16 (up 14%).
Age
There has been little change from last year in terms of the average ages across the categories we review here. The average age of all directors is 60, reversing the slight to 59 from 60 observed last year. The average age of executive directors has fallen, from 54 to 52, and the average age of both male and female executives has fallen. The average age of new directors has also dropped, from 59 to 57, which suggests that many boards in the ISEQ 20 are planning for change, as a significant number of current chairs and NEDs start coming towards the end of their terms.
Average age of board members by category
Tenure
For this edition we have again assessed tenure on two criteria: the length of time spent on the board when it was publicly listed, and the length of time spent in role. This is because a number of directors in the ISEQ 20 have changed position on the board, notably among chairs and SIDs. For the purposes of calculating role changes, we consider non-executive director, senior independent non-executive director (SID), vice or deputy chairperson and chairperson as different roles.
The average tenure of current NEDs, including chair and SID, still stands at 4.4 years. The average is 3.7 years when chairs and SIDs are excluded, a slight drop from last year’s 3.8. There is still a notable difference between the tenure of male and female NEDs (excluding chairs and SIDs) of 4.6 years and 2.6 years respectively. This gap has extended to executive directors as well, with men maintaining an average tenure of eight years and women an average of 5.7, the latter down slightly from six years.
On average, non-executive chairs in role at our 30 April 2022 cut-off had spent 4.4 years as chair of the board, up slightly from 4.2 years. The longest-serving chair had been in role for a little over 19 years and the newest chair just six months. 75% of chairs were appointed internally, on average after 3.5 years on the board; the corresponding figures for chairs in last year’s survey were 60% internal appointments with an average of 3.2 years on the board before becoming chair.
Average total tenure for chairs on boards covering all roles held rose slightly, to seven years. SIDs on average had spent 6.1 years on the board, up from 5.7 years. However, the average tenure in the SID role fell, from 3.1 to 2.7 years.
We once more analysed the tenure of all NEDs, including chairs and SIDs, who had left their respective boards in the relevant period. This cohort recorded an average of 6.6 years in total on the board, representing a 14% decrease from 7.7 last year.