Do your directors go off topic; asking about subjects that you already plan to cover later in the year?
An annual agenda calendar solves that problem and helps management and board leadership better guide the board’s work.
Annual agenda building is about encompassing it all. And, no matter who does the annual agenda planning and later revisions, they face the same dilemmas:
- How to fit in all the required, appropriate, and aspirational Agenda Topics and decisions into the limited time the Board is together — giving each agenda topic enough time for deliberation, debate, and decision?
- How to organize the Agenda Topics in a logical flow and budget the right amount of time for effectiveness?
- How to achieve the appropriate balance between topics that build the business, and topics that protect the Company from loss?
- How to achieve the right emphasis on the most important agenda topics?
- Is the Board making the best possible use of its valuable time?
Best use of the board and committees’ limited time requires thoughtful and rigorous agenda planning, followed by prioritization of agenda items. This can be implemented using four important principles.
First, a well laid out annual agenda establishes clear cadences and allocation of responsibilities (between the board and committees) for the board’s key processes — such as
- Strategic planning
- Annual budgeting and business reviews
- Management evaluation, development, and compensation
- Investor engagement and annual meeting planning
- Board evaluation process and leadership decisions
Second, good board and committee agenda planning results in annual agenda items synchronizing with the Company’s business cycle. Information comes to the board and committees at the appropriate time, when it is needed for advance planning or decision-making, and when it is top of mind for management.
Third, the annual agenda should align each committee with its charter responsibilities, to ensure that all committees are covering their assigned duties.
Fourth, each committee and the full board should review and provide input into the annual agenda. Recent shareholder governance codes urge boards to proactively adopt good agenda-setting habits.
If both the board and committees engage in annual agenda planning, the result should be better alignment, and less time lost to wondering (or worrying) about when the board and committees will do what.
How to do all of this? FORESIGHT brings board support into the 21st century, giving management a powerful planning and compliance solution – speeding management’s work in preparing for, executing, and reporting on board and committee meetings.
FORESIGHT streamlines and elevates the annual and individual meeting agenda planning process for and follow-ups to the calendar of board events.
- Before the new fiscal year begins, FORESIGHT helps plan the board’s year, meeting by meeting, to ensure both compliance with the minimum requirements and a clear business purpose for each agenda topic, using either FORESIGHT’s best practice template or your own annual agenda which FORESIGHT compares to its database of requirements and goals.
- Before each board and committee meeting, FORESIGHT helps adjust the agenda for each meeting.
- During each meeting, FORESIGHT automatically documents the decisions made and generates draft meeting minutes suitable for editing by the General Counsel or Corporate Secretary.
- At the end of each meeting, FORESIGHT helps identify and assign follow-up items from the CEO, the chair, the General Counsel, and others.
- At the end of the year, FORESIGHT generates compliance checklists, helps evaluate the board and helps to identify ways to improve board performance the following year by providing analytics regarding agenda prioritization.
© Corporate Governance Partners, Inc., 2019
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