I am frequently asked this question by my clients. We are constantly being told to ensure our boards are effective (by shareholders, regulators etc.), but how do we ensure this is the case? I consider the makeup of a board to be a bit like following a recipe: The recipe in question is not like that for a cake, where the precise list of ingredients should be followed to the letter to avoid a pancake; instead, it is more like a risotto, where once you get the basics in place you then add a bit of whatever works for you.
So what are the basics? The first thing to consider is what your constitutional documents say you must have in place. They are likely to specify the number of members, decision-making arrangements, appointment process, role of the chair, minutes, quorum and more. These are the non-optional elements which lead to a breach of law or regulation if not followed.
Beyond this, you are moving into the ‘what works for you’ arena. Some of the ingredients you may wish to consider are as follows:
Membership
- You want enough members to ensure a good depth of skills and broad thought, but not so many that it becomes impossible to reach a decision.
- A strong chair is key to an effective board – one who allows everyone to contribute, keeps the meeting on track, encourages challenge, provides their own opinions, leads by example, mentors new board members, deals with any poor behaviour and is open to feedback. Not an easy role.
- Your members need to have sufficient time to do the job properly. If they sit on too many boards, or work extremely long hours, the likelihood of them giving you the time you require is reduced. When a candidate says they have sufficient time available, are they allowing for the ad hoc aspects of the role, not just the regular meetings?
- Do you have a clear role definition? Your employees all have a job description, so surely your board should lead by example.
- A diverse board is invaluable. By this I do not just mean aiming for a balance of members with various protected characteristics. I also mean people with different life experiences and thought processes. Polar opposites can lead to effective challenge, as long as professionalism is maintained.
- A thorough programme of induction, mentoring and training can increase effectiveness enormously.
- Identifying the skills you want on your board and assessing the members against this list will help you cover all bases.
- Planning for succession is key, especially for non-executives and trustees with fixed terms.
Board papers
- Your board pack should be not too big and not too small. You should aim for the goldilocks pack, where the board is given enough information, but is not drowning in unnecessary detail.
- Each paper should have a clear reason for being there, not just ‘because it seemed like a good idea.’
- You may wish to consider the use of an executive summary. This is not intended to remove the need for all directors to read the entire pack. However, it can help guide your board to the key messages.
- The introduction of a standard template for board papers can make the pack more efficient. Including a ‘purpose’ helps focus the mind, e.g. is the paper for information, discussion, or approval?
- A balanced scorecard can summarise lots of important information in a single paper. Deciding what matters most to an organisation and then developing metrics to measure performance allows the board to see at glance where issues lie or worrying trends are emerging.
- The pack should be issued in plenty of time. Sending someone 500 pages to read the day before the meeting is a good indicator of ineffectiveness. It is common to issue the pack a week or two before, not so close to the meeting that there isn’t time to read it, but not so far in advance that the data becomes stale.
- Ensure authors do not read the paper out to you in the meeting. Whilst a lot of effort may have gone into the submission, it is appropriate to assume that all members have read and understood the content. Highlights are sufficient, but it is equally acceptable to move straight to questions.
Meetings
- A well-structured agenda can make a meeting go smoothly. Time allocations for each part of the meeting help keep the meeting flowing and to time.
- Meetings should be a good length. If the meeting needs to go beyond two hours, build in time for a break.
- The frequency of meetings should be what works for you. Quarterly is common, but monthly or six-weekly may be more appropriate.
- Get the meetings in the diary at least a year in advance. Trying to find a slot which works for everyone is easy if you are the first entry in the diary.
- If you find that there is far too much to cover in a reasonable length meeting, consider the use of sub committees. This allows a smaller group to debate the detail and summarise the outputs for the full board.
- Consider having guest speakers. They could be heads of business areas providing you with a deep dive into their area. They could be external experts providing useful training on topical matters such as AI or cyber risk.
Dynamics
- A great board balances support and challenge well.
- Trust, respect, and open communication increase effectiveness significantly.
- Disagreements will occur, but are constructively resolved.
- Decision-making is timely and well-informed.
The above menu is not exhaustive, but should get you well on the way to an effective board. Once you have your ideal board in place, an independent effectiveness review will provide further comfort, or help you to make further improvements.
April 2026
