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Board meetings, commitments and evaluation

2021 UK Spencer Stuart Board Index

2021 Snapshot

 11.6

the average number of board meetings

 66 %

of chairs sit on at least one other listed board

 31 %

of CEOs have an outside directorship

Board meetings

Given the unique circumstances of the Covid-19 pandemic, it is no surprise that boards met more frequently than in prior years. Boards held an average of 11.6 meetings in total in the period under review, representing a 50% increase compared to 2020 (7.7 meetings).

International Airlines Group (IAG) convened the most often during the period, with 42 meetings. IAG’s board had scheduled nine meetings for the year but as the Covid-19 pandemic unfolded, it added weekly or biweekly ad hoc Covid-19 oversight meetings.

Forty-three per cent of companies disclosed that they held meetings beyond those scheduled, some citing the pandemic as the main reason for additional meetings. The average number of ad hoc board gatherings during the period doubled compared to the previous year, from 3.6 meetings in 2020 to 6.9 in 2021.

On average, healthcare companies among our sample gathered the most frequently in the period under review, with both the highest average of scheduled meetings (9.3) and ad hoc meetings (10.3). GlaxoSmithKline’s board met most often among its peers, with 12 meetings scheduled and 27 ad hoc meetings.

External commitments

From the start of the pandemic in March 2020, boards have had to be present and ready to contribute to crisis management. They have had to respond to an ever-evolving crisis and keep pace with the surge in ad hoc meetings alongside their pre-existing board commitments.

Most non-executive directors (63.3%) sit on between one and four additional listed company boards, and 2% occupy seats on more than five additional boards. One-third (33%) of non-executive directors balance their board responsibilities with executive jobs.

The majority of chairs (66%) hold at least one other board mandate; the average number of external quoted boards on which they sit is 1.4. One-third (37%) of the chairs in our sample also hold a chair appointment at one or more additional boards within the wider FTSE 350.

Almost one-third of CEOs (31%, 45) hold outside board directorships, a level unchanged from that observed in our 2020 edition.

In our sample, the CFO is a board member at 89% (133) of companies. Out of those, 22% (29) have at least one external board commitment.

Board evaluation

In line with the recommendation of the current UK Corporate Governance Code recommendation, 98% of the companies under review reported having conducted an annual board evaluation in 2020. During this period, 44% (66) of companies ran an externally facilitated review, down from last year’s record level of 46%.