Join Us Email Page
Principles for Good Governance and Ethical Practice
Principle 16: Evaluation of Board Performance
Principle Statement
Board members should evaluate their performance as a group and as individuals no less frequently than every three years, and should have clear procedures for removing board members who are unable to fulfill their responsibilities.
  • Introduction

    A regular process of evaluating the board’s performance can help to identify strengths and weaknesses of its processes and procedures and to provide insights for strengthening orientation and educational programs, the conduct of board and committee meetings, and interactions with board and staff leadership. Many boards will find it helpful to conduct such a self-assessment annually; others may prefer a schedule that coincides with the terms of board service or regular long-range planning cycles. A number of print and online tools, ranging from sample self-assessment questionnaires to more complex evaluation procedures, can help an organization design a board evaluation or self-assessment process that best meets its needs.

    • more...

      The board should establish clear guidelines for the duties and responsibilities of each member, including meeting attendance, preparation and participation; committee assignments; and the kinds of expertise board members are expected to have or develop in order to provide effective
      governance. Many boards assign responsibility for oversight of the board evaluation and development function to their executive committees or to a separate board development
      committee. Board members with this responsibility should be empowered to discuss problems of attendance or other aspects of board performance with individual members to ascertain whether the problem can be corrected or the individual needs to resign or be removed from the board. Removing a non-performing board member generally requires the action of the full board or, if the organization has members, the action of the membership.

  • Core Concepts

    • It is important to establish guidelines for duties and responsibilities of board members.
    • Board self-assessment is a process that allows the board and individual board members to evaluate their understanding of their responsibilities and how well they meet their expectations. 
    • Before renewing the term of a board member, his or her performance should be assessed.
  • Legal and Compliance Issues

    • Some accreditation agencies require boards to assess their performance.
    • The bylaws should state the reasons and the process for removing a board member.
    • Removing nonperforming board members usually requires the action of the full board.
  • Legal Background

    There are no federal or state laws or regulations requiring governing boards of nonprofit organizations to evaluate the performance of the board as a group or as individuals.

    The Revised Model Nonprofit Corporation Act stipulates that directors may be removed through
    judicial proceedings or by a vote of the board if “a director has engaged in fraudulent or dishonest conduct, or gross abuse of authority or discretion, with respect to the corporation…and removal is in the best interest of the corporation.”1 In judicial proceedings, a court may also stipulate that the director who is removed may be barred from serving on the board for a proscribed period of time.

    (From The Principles for Good Governance and Ethical Practice: Reference Edition,
    Published in 2007)

    1 Revised Model Nonprofit Corporation Act § 8.05
  • Discussion Points

    These questions – from the Principles Workbook (PDF) – are intended to prompt discussion about the principle, assess the polices and practices of your organization, and encourage your organization to take steps to identify where improvements should be made.

    1. It is recommended that boards assess their performance either annually or at least every two to three years.What schedule,process,and tools are best suited to the needs of our organization? Do we know what is considered best practice and what steps similar organizations follow?
    2. What steps can we take to ensure that information from the evaluation is used to improve the performance of the board? 
    3. Who or what committee is responsible for initiating and leading board development and assessment? Does it have the necessary resources and authority to fulfill its responsibilities? 
    4. Every board should have clearly established guidelines that outline the duties and responsibilities of individual board members. Are board members held accountable to these standards? Do we have a process for removing nonperforming board members?

Search here to explore our resources database

Principles for Good Governance

Join IS Today