02 — Capability · BC-120.10
Board & Committee Governance
Run the board and its committees so they are composed well, informed in time and able to show that each decision was made with the right people in the room.
- Board Operations
- Board Effectiveness
- Committee Governance
In scope
- Board and committee charters and membership
- Meeting cycles and board materials
- Director onboarding and board evaluation
Out of scope
- Investor communication and earnings disclosure (see BC-270)
- Executive compensation design (see BC-350)
Decomposes into · 4
- BC-120.10.10Board Composition & SuccessionKeep the mix of skills, independence and tenure on the board fit for where the enterprise is going, and plan director succession before it is urgent.
- BC-120.10.20Board Meeting ManagementSet the annual board calendar, assemble materials on time and record minutes and resolutions that stand up later.
- BC-120.10.30Committee GovernanceOperate audit, risk, nomination and other committees against charters that state what each one owns and reports.
- BC-120.10.40Board Effectiveness ReviewEvaluate how well the board and its directors perform and act on what the review finds.