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Nominating/Governance Committee: Oversight of Board Composition, Functions and Evaluations

A core responsibility of the nominating/governance committee is the oversight of the composition of the board and its committees. Board and committee composition lie at the heart of board effectiveness.

The ideal board comprises a diverse group of directors from widely varying backgrounds offering complementary expertise who work well as a team and who possess the skills necessary for board and committee work. The ability to recruit the right directors and integrate them successfully is one of the clearest indicators of a high-functioning board.

This article highlights best practices and considerations for board composition and board assessment, including:

  • Recruitment considerations, including business strategy, independence requirements, committee needs and diversity
  • Onboarding best practices
  • Board leadership
  • Turnover trends
  • Corporate governance principles
  • Continuing director education
  • Board evaluations - five key principles
  • Individual director evaluations
  • Board evaluation disclosures