Board Evaluation
Presented to:
By:
Date:
Hunt Partners
Hunt Partners is a leading Leadership Talent advisory firm covering the Europe-India-Asia corridor,
founded in 2003 and maintaining principal offices in Delhi, Mumbai and Beijing.
Hunt Partners is an owner-managed firm,
combining in-depth local knowledge with global
expertise. The firm has specific industry expertise
or “practices” building an extensive network and
knowledge base in these areas. Hunt Partners
professionals provide bespoke advisory and
consulting for a select group of global and regional
clients who require talent management solutions
for Top management and Boards.
Hunt Partners Business Verticals
Executive Search
Board Advisory
Hunt On Demand
Management Assessment
Business Transition
Training and Certification
Hunt Partners is placed within the top-5 Talent Advisory firms in India.
Source:
CEO Hunters: Business world, Feb 2012
Recruiters: Never out of work-Mint, Jul 2008,
Survey of Executive Search Firms, Corporate Dossier – Economic Times, June 2007
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved.
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Hunt Partner’s Values
Excellence
We set the spirit of excellence as a core tenet. We want all of our actions & behaviors to develop
a mindset of excellence, a passion for quality, and a desire to work with the highest ethical and
professional standards.
Client Intimacy
We invest time and effort to develop a deep understanding of our clients industry, business, pain
points / requirement and culture. We have a solution oriented approach & always go the extra
mile to ensure client fulfillment.
Teaming
We are open to learning, sharing and contributing to the embedded knowledge of the firm. We
foster teamwork and use the collective for problem solving and decision making. We practice
transparency and measure performance by assessing both individual and collective work.
Intrapreneurship
We thrive in an empowered environment; we constantly push ourselves and others to lead and
be accountable for their decisions. We challenge status quo; we bring forth ideas and encourage
innovation to drive organizational growth. We crave knowledge and continuously learn.
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved.
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Board Research
Covering the Corporate Governance matters among
Indian Boards, Hunt Partners regularly publishes
exhaustive studies supported with extensive research,
with the two main reports being :
a) India Board Report
b) Board Effectiveness Report
The reports are co-produced in partnership with PWC and
AZB & Partners, focused on Corporate Governance in
India. The focus is to identify and compare trends in
governance practices pursued by Indian companies.
The India Board Report is a first-of-its kind, definitive survey
on board composition, effectiveness and best practices
which has been published biennially since 2005-06. Through
in-depth surveys and questionnaires, the report aims to put
the spotlight on the governance practices of corporate
boards in India.
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved.
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Board Certification
The Directors’ Club caters to senior professionals who may already be
sitting on Boards or are considering taking board positions. It also
includes Owners/Promoters of businesses who seek to maximize the
value of their corporate boards.
Hunt Partners in partnership with Board Evaluations Ltd., UK, and SP Jain Business School offers a unique initiative in
India, “Directors’ Club”, a one of its kind training and certification program, accredited by NFCG (Ministry of
Company Affairs), directed towards training and familiarizing Board Directors in effective execution and running of
boards, by engaging the best in class faculty from across the globe.
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved.
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Board Search
Hunt Partners with its intimate knowledge of the available senior management talent is uniquely
positioned to help build company boards by identifying board needs and recruiting committed and
competent individuals to fulfill them.
The Engagement Methodology adopted for appointing one or more Independent Directors to the Company Board :
Creating the
Framework
Functional Skills
The Search
Methodology
Personal Attributes of
Independent Directors
Compensation
Understanding long-term business plan and structuring the ideal mix of Independent Directors
with diverse functional / cultural backgrounds after assessing the Board Composition & Gap
Analysis.
• Domain knowledge
• Functional skills
Identifying qualified Independent Directors and inviting them to join the Board
• Intellectual Depth – the ability to validate plans and envision growth opportunities
• Stature – individuals who by virtue of their past careers can lend respectability
• Networks – individuals with strong networks in the private sector and government.
Assessing the guidelines (analysis and advice) and the structure
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved.
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About Board Evaluation Limited
Board Evaluation Ltd, UK is an independent organization of highly
experienced consultants focused on helping organizations across US
and Europe, to assess Board performance and to improve Board
effectiveness.
The firm is able to assist clients to achieve sustainable commercial
benefits by bringing its collective experience to bear using tried-andtested tools to provide unbiased independent advice in a constructive
and confidential manner.
BEL assists by making sure that Boards have the right conversations, that good operational
frameworks exist, that the interests of all stakeholders are taken into account and that value is being
created. They have been advising firms in matters of Corporate Governance and Board matters for
more than a decade.
Hunt Partners in partnership with Board Evaluations Ltd., UK offers evaluation and
effectiveness services for Corporate Boards in India. Our services are targeted to help
organizations develop best practices and effective strategies, and to design and
implement the related processes that will ensure optimum and sustainable Board
performance.
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved.
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Benefits Of Engaging The Board
Evaluation process leads the Board to reconsider
Board practices, including priorities on the
agenda and the efficiency of its communication
systems and information architecture.
EARLY WARNING
SYSTEMS
The process of raising directors’ concerns acts as an
early warning system to the Board, which will
allow changes to be implemented before more
deep-rooted problems set in.
Board and individual effectiveness improves as a
result of developmental assessment.
Improvements in Board practices and structures
help to improve trust, respect and business
confidence.
IMPROVED
ACCOUNTABILITY
IMPROVED DECISIONMAKING
IMPROVED
PERFORMANCE
Improvement in accountability, transparency and
disclosure. Positive results of ‘Board Evaluation’’
can be included in Annual Report, which allow
the Board to frame and provide evidence of the
value it creates for the company and beyond.
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved. Hunt Partners-BEL proprietary model
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The Irresistible Case
As per McKinsey research paper...
“
Best practice isn’t good enough, even if your board is stacked with highly
qualified members. Without the right human dynamics there will be little constructive
challenge between independent directors and management, no matter how good a
board’s processes are. As a result, the board’s contribution to the company’s fortunes is
likely to fall short of what it could and should be.
“
McKinsey “Boards: When best practice isn’t enough” – June 2011
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved.
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Project Scope
The Board Evaluation exercise will cover the following:
o Evaluation of the Board
o Individual Director evaluations
o Evaluation of the composition & performance of Committees
o Evaluation of the Chairman
o Interviews with Company Secretary and key Senior Management
Members
o Analysis
&
interpretation
of
results
and
presentation
of
recommendations to the Board
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved.
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Methodology
o The evaluation of the Board as a whole shall be done by all the directors.
o The evaluation of the Independent Directors shall be done by the entire Board
excluding the director being evaluated
o The evaluation of the Non-Independent Directors shall be done by only the
Independent Directors
o The evaluation of performance of the Chairman shall be done by the Independent
Directors.
o The evaluation of the Committee shall be done by the members of that committee
1
2
On - line
questionnaire
customized to
collect
responses for
the inquiry
In-depth
confidential
interviews
with individual
Directors by
DC Consultants
(Optional)
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved.
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Observational
attendance at
the Board
meeting
(Optional)
4
Results to be
benchmarked
against the
best practices
in India and
globally
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Evaluating the Board
•
•
•
•
•
Over-all corporate governance
Minority investors
Related party transactions
Ethics & CSR
Meetings of Independent
Directors
Lead Independent Director
Selection of ID’s
•
•
INDEPENDENCE
•
•
•
•
•
•
•
•
Performance Management
Financial management
Risk & Crises Management
Strategy & Compensation
Leadership
Succession Planning
Financial Performance
Entrepreneurial Leadership
•
•
COMPOSITION
AND STRUCTURE
•
•
•
EVALUATION
FOR THE BOARD
LEADERSHIP AND
PERFORMANCE
Strategic fit and
Alignment of Directors
Documented role and
expectations
Training of Independent
Directors
Compensation
Separate Chairman
(Independent or not)
CONTROLS AND
PROCEDURES
•
•
•
•
•
•
•
•
•
Board Processes
Performance Evaluation
Length /Frequency of Meetings
Communications & Relationships
Disclosure
Information Sharing
Regulatory & Compliance
D&O Insurance
Committees
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved. Hunt Partners-BEL proprietary model
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Evaluation for the Chairman
Effective leadership
& Alignment
Performance
Management
of Board
Effective
Agenda Setting
EVALUATION
FOR THE
CHAIRMAN
Relationships
And
Communications
Debate
and
Discussion
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved. Hunt Partners-BEL proprietary model
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Evaluation for the Committees
Written terms of reference
Used to the
best
advantage
Effectiveness
Volume
of
Business
EVALUATION
FOR THE
COMMITTEES
Inclusive
manner
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved. Hunt Partners-BEL proprietary model
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Evaluation for the Directors
Strategic Thinking
Independence
Influence
EVALUATION
FOR THE
DIRECTORS
Integrity
Financial &
Performance
Management
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved. Hunt Partners-BEL proprietary model
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Post Evaluation Interventions
OBSERVATIONS
POSSIBLE CAUSE OF
POSSIBLE SOLUTIONS
PROBLEM
Crisis
management
has There is an inadequate 
become the standard form appreciation of risks
of management at the
Sensitize board to the importance of risk and
clarify it as key board responsibility

Place a review of risks on agenda and ensure that
company
risk receives regular attention
Non-executive members of Incorrect understanding of 
Prepare written board charter and procedures if
the board are involved in duties and responsibilities
their absence or lack of quality is what is causing
executive functions
the problem

Educate board on the need for separation of
executive and oversight functions
No serious questioning of Insufficient time allocated 
More time needs to be allocated for discussion
proposals
and less on management presentations
that
are to discussion, and poorly
generally passed without prepared materials
much discussion

Board
briefing
papers
and
presentations
materials need to be shortened and focused to
get to the fundamental issues effectively
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved.
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Board Evaluation Sample Report
CRITERIA
Board composition
Board process
Information
Strategy and KPIs
Risk management
Leadership
Board Total
Audit & Risk Management Committee
Remuneration & Nomination Committee
CSR, Safety & Sustainability Committee
Committees Total
Individual Directors
Overall Total
RATING SCALE
OVERALL TOTAL FOR THE BOARD
This section considers the Board’s performance by High
reference to its Composition, Processes and
Strategy, KPIs and Risk.
Overall total for the Board
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved.
Low
5
4
3
Ave.
2
1
3.66
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Board Evaluation Clients
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved.
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Thank You
© 2014 Hunt Partners (Asia Pacific) Ltd. All Rights Reserved.
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