The past decade has seen a proliferation of corporate governance codes around the world. Regulators in an estimated 50 countries now publish their own "unique" approaches to this subject in which they seek to embody commonly held views on what good governance is all about.

While it is accepted that the corporate governance codes may be necessary, they are clearly not sufficient if the end aim is to achieve a Board of Directors which performs exceptionally. Belief that it is the way people work together and not the rules and regulations which are critical to the success of a Board has led to substantial growth in the practice of Board Reviews and Director Appraisals.

On many occasions, the reviews will be carried out "inhouse" but increasingly outside consultants are being asked to advise Boards on their performance. The methodologies, the approaches of the consultants, and the inhouse methods vary considerably but some aspects are typical.

If one believes that one size does not fit all when it comes to corporate governance, then it is essential that the Board of each company determines its approach to this critical matter, and as part of this, the style of direction that its Board will adopt. Having done this in the light of the company's future strategy, the next key question is to determine what skills, knowledge and experience are needed on the Board and how to make the Board work effectively as a team.

Most third party Board reviews these days rely on a base questionnaire that is either given to Directors or covered by face-to-face interviews. The best methodology involves the use of a comprehensive questionnaire and a face-to-face interview, initially, with the Chairman and/or the Chair of the Nominating Committee, but subsequently with all Directors or Board members. In this way it is more likely that the hidden concerns of Directors will be surfaced and then focussed on and included in whatever report is presented back to the Board.

The areas which are typically covered as part of a Board Review, include an analysis of the Board's structure and composition, the makeup of its various committees, and the tenure and independence of individual Board members. Processes and relationships are also key. A Board Review will focus on the split between Board and management responsibilities, on the Board's role and responsibilities, the frequency and quality of information flows and presentations it receives, the frequency of Board meetings, the decision-making processes of the Board, and how the company reports to shareholders and stakeholders. The other normal area of inquiry is on the outcomes such as strategy and performance objectives and their attainment, the issues related to succession planning and remuneration of senior management, and an analysis of overall company performance.

At Egon Zehnder International, we believe that competent Directors who together make up the Board team need a series of core competencies if they are to be successful. These include results orientation, strategic orientation, collaboration, and integrity and independence. In addition, the Chairman needs the skills to be able to lead the Board, to mentor and work effectively with the chief executive and the management team, and to ensure that the management and the Board both view their respective roles as ones with a fundamental accountability.

Additionally each Board needs specific skills or experiences in some of its directors though not all of them, particularly if it is to retain the critical value of diversity. For example, finance and accounting competence is needed for those serving on the audit committee, international or regulated industry exposure can be useful depending on the company's situation and future strategy and some specific industry knowledge is also typically needed.

The appraisal of individual directors is best-done using an in depth interview with each director as the starting point. The interviewees, normally two consultants, will ask questions designed to establish the behaviours of the directors in and around the boardroom and thus gain a picture of their competency make-up as well as establishing how effectively they utilise their past experience. Further, each director will be asked about each of his peers to complete a full reference process and at times, inquiries may be made of members of other boards on which particular directors also sit.

The move towards Board Reviews has been relatively slow until recent years and there continues to be some resistance by older or more senior Directors, in particular, to the idea of individual Director Appraisals. This will change, however, as today's managers become tomorrow's Directors and their familiarity and comfort with 360-degree feedback and appraisals generally becomes the norm rather than the exception.

If you want to be sure that your Board is performing to its potential, then a Board Review and Director Appraisals are essential.