Board Refreshment and Evaluations
Our Privacy Policy has been updated! The Conference Board uses cookies to improve our website, enhance your experience, and deliver relevant messages and offers about our products. Detailed information on the use of cookies on this site is provided in our cookie policy. For more information on how The Conference Board collects and uses personal data, please visit our privacy policy. By continuing to use this Site or by clicking "OK", you acknowledge our privacy policy and consent to the use of cookies.  Our Privacy Policy has been updated! Detailed information on the use of cookies on this site is provided in our cookie policy and our privacy policy. 
TCB Tourch
Loading...
  • logoImage
  •  
    • US
    • EUROPE
    • ASIA
  • 2

    Close
    • Insights
        • Insights
        • Explore by Center
          • Explore by Center
          • CED
            Committee for Economic Development

          • Economy, Strategy & Finance

          • Governance & Sustainability

          • Human Capital

          • Marketing & Communications

        • Explore by Content Type
          • Explore by Content Type
          • Reports

          • Upcoming Webcasts

          • On Demand Webcasts

          • Podcasts

          • Charts & Infographics

        • Trending Topics
          • Trending Topics
          • Artificial Intelligence (AI)

          • Navigating Washington

          • Geopolitics

          • US Economic Forecast

          • Sustainability

          • Future of Work

    • Events
        • Events
        • Upcoming Events
          • Upcoming Events
          • People First: Opportunity and Access

          • CHRO Summit: Navigating through a Tsunami of Change

          • Future: People Asia

          • Executive Compensation in a Disruptive World

          • CED Distinguished Leadership Awards Celebration

          • The 2025 IBI/Conference Board Health and Productivity Forum

          • Explore all Upcoming Events

        • Member-Exclusive Programs
          • Member-Exclusive Programs
          • Center Briefings

          • Experts Live

          • Roundtables

          • Working Groups

          • Expert Briefings

    • Data
        • Data
        • Consumer Confidence Index

        • Data Central

        • TCB Benchmarking

        • Employment Trends Index

        • Global Economic Outlook

        • Leading Economic Indicators

        • Help Wanted OnLine

        • Labor Markets

        • Measure of CEO Confidence

        • Human Capital Benchmarking &
          Data Analytics

        • CMO+CCO Meter Dashboard

    • Centers
        • Centers
        • Our Centers
          • Our Centers
          • Committee for Economic Development

          • Economy, Strategy & Finance

          • Governance & Sustainability

          • Human Capital

          • Marketing & Communications

        • Center Membership
          • Center Membership
          • What Is a Center?

          • Benefits of Center Membership

          • Join a Center

    • Councils
        • Councils
        • Find a Council
          • Find a Council
          • Economy, Strategy & Finance

          • Governance & Sustainability

          • Human Capital

          • Marketing & Communications

        • Council Membership
          • Council Membership
          • What is a Council?

          • Benefits of Council Membership

          • Apply to a Council

    • Membership
        • Membership
        • Why Become a Member?
          • Why Become a Member?
          • Benefits of Membership

          • Check if Your Organization is a Member

          • Speak to a Membership Associate

        • Types of Membership
          • Types of Membership
          • Council

          • Committee for Economic Development

          • Economy, Strategy & Finance

          • Governance & Sustainability

          • Human Capital

          • Marketing & Communications

          • Insights

        • Already a Member?
          • Already a Member?
          • Sign In to myTCB®

          • Executive Communities

          • Member-Exclusive Programs

    • About Us
        • About Us
        • Who We Are
          • Who We Are
          • About Us

          • In the News

          • Press Releases

          • Our History

          • Support Our Work

          • Locations

          • Contact Us

        • Our Community
          • Our Community
          • Our Leadership

          • Our Experts

          • Trustees

          • Voting Members

          • Global Counsellors

          • Careers

          • This Week @ TCB

    • Careers
    • This Week @ TCB
    • Sign In to myTCB®
      • US
      • EUROPE
      • ASIA
    • Insights
      • Insights
      • Explore by Center
        • Explore by Center
        • CED
          Committee for Economic Development

        • Economy, Strategy & Finance

        • Governance & Sustainability

        • Human Capital

        • Marketing & Communications

      • Explore by Content Type
        • Explore by Content Type
        • Reports

        • Upcoming Webcasts

        • On Demand Webcasts

        • Podcasts

        • Charts & Infographics

      • Trending Topics
        • Trending Topics
        • Artificial Intelligence (AI)

        • Navigating Washington

        • Geopolitics

        • US Economic Forecast

        • Sustainability

        • Future of Work

    • Events
      • Events
      • Upcoming Events
        • Upcoming Events
        • People First: Opportunity and Access

        • CHRO Summit: Navigating through a Tsunami of Change

        • Future: People Asia

        • Executive Compensation in a Disruptive World

        • CED Distinguished Leadership Awards Celebration

        • The 2025 IBI/Conference Board Health and Productivity Forum

        • Explore all Upcoming Events

      • Member-Exclusive Programs
        • Member-Exclusive Programs
        • Center Briefings

        • Experts Live

        • Roundtables

        • Working Groups

        • Expert Briefings

    • Data
      • Data
      • Consumer Confidence Index

      • Data Central

      • TCB Benchmarking

      • Employment Trends Index

      • Global Economic Outlook

      • Leading Economic Indicators

      • Help Wanted OnLine

      • Labor Markets

      • Measure of CEO Confidence

      • Human Capital Benchmarking & Data Analytics

      • CMO+CCO Meter Dashboard

    • Centers
      • Centers
      • Our Centers
        • Our Centers
        • Committee for Economic Development

        • Economy, Strategy & Finance

        • Governance & Sustainability

        • Human Capital

        • Marketing & Communications

      • Center Membership
        • Center Membership
        • What is a Center?

        • Benefits of Center Membership

        • Join a Center

    • Councils
      • Councils
      • Find a Council
        • Find a Council
        • Economy, Strategy & Finance

        • Governance & Sustainability

        • Human Capital

        • Marketing & Communications

      • Council Membership
        • Council Membership
        • What is a Council?

        • Benefits of Council Membership

        • Apply to a Council

    • Membership
      • Membership
      • Why Become a Member?
        • Why Become a Member?
        • Benefits of Membership

        • Check if Your Organization is a Member

        • Speak to a Membership Associate

      • Types of Membership
        • Types of Membership
        • Council

        • Committee for Economic Development

        • Economy, Strategy & Finance

        • Governance & Sustainability

        • Human Capital

        • Marketing & Communications

        • Insights

      • Already a Member?
        • Already a Member?
        • Sign In to myTCB®

        • Executive Communities

        • Member-Exclusive Programs

    • About Us
      • About Us
      • Who We Are
        • Who We Are
        • About Us

        • In the News

        • Press Releases

        • This Week @ TCB

        • Our History

        • Support Our Work

        • Locations

        • Contact Us

      • Our Community
        • Our Community
        • Our Leadership

        • Our Experts

        • Trustees

        • Voting Members

        • Global Counsellors

        • Careers

        • This Week @ TCB

    • Careers
    • Sign In to myTCB®
    • Download TCB Insights App
  • Insights
    Insights

    Our research and analysis have helped the world's leading companies navigate challenges and seize opportunities for over 100 years.

    Explore All Research

    Economic Indicators

    • Explore by Center
    • CED
      Committee for Economic Development
    • Economy, Strategy & Finance
    • Governance & Sustainability
    • Human Capital
    • Marketing & Communications
    • Explore by Content Type
    • Reports
    • Upcoming Webcasts
    • On Demand Webcasts
    • Podcasts
    • Charts & Infographics
    • Trending Topics
    • Artificial Intelligence (AI)
    • Navigating Washington
    • Geopolitics
    • US Economic Forecast
    • Sustainability
    • Future of Work
  • Events
    Events

    Our in-person and virtual events offer unmatched opportunities for professional development, featuring top experts and practitioners.

    See Everything Happening This Week

    Sponsor a Program

    • Upcoming Events
    • People First: Opportunity and Access

      June 12 - 13, 2025

      CHRO Summit: Navigating through a Tsunami of Change

      June 24, 2025

      Future: People Asia

      September 04 - 05, 2025

    •  
    • Executive Compensation in a Disruptive World

      September 16 - 17, 2025

      CED Distinguished Leadership Awards Celebration

      October 08, 2025

      The 2025 IBI/Conference Board Health and Productivity Forum

      October 16 - 17, 2025

    • Member-Exclusive Programs
    • Center Briefings
    • Experts Live
    • Roundtables
    • Working Groups
    • Expert Briefings
    • Explore by Type
    • Events
    • Webcasts
    • Podcasts
    • Member-Exclusive Programs
    • Center Briefings
    • Experts Live
    • Roundtables
    • Working Groups
    • Expert Briefings
  • Data
    Corporate Disclosure Data

    TCB Benchmarking

    Real-time data & analytical tools to benchmark your governance, compensation, environmental, human capital management (HCM) and social practices against US public companies.

    Economic Data

    All Data

    See current direction and trends across key indicators

    Consumer Confidence Index

    US consumers' thoughts on the economy, jobs, finances and more

    Data Central

    One-stop, member-exclusive portal for the entire suite of indicators

    Labor Markets

    Covering all aspects of labor markets, from monthly development to long-term trends

    Measure of CEO Confidence

    Examines the health of the US economy from the perspective of CEOs

     

    Recession & Growth Trackers

    See the current and future state of 16 economies.

    Global Economic Outlook

    Track the latest short-, medium-, and long-term growth outlooks for 77 economies

    Leading Economic Indicators

    Track the state of the business cycle for 12 global economies across Asia and Europe

    Help Wanted OnLine

    Track the status of job markets across the US through online job listings

    Other Featured Data

    Human Capital Analytics Tools

    Tools to understand human capital management and corporate performance

    CMO+CCO Meter Dashboard

    Tracks the impact, resources, and satisfaction of CMOs and CCOs

  • Centers
    Centers

    Centers offer access to world-class experts, research, events, and senior executive communities.

    Our Centers
    • Committee for Economic Development
    • Economy, Strategy & Finance
    • Governance & Sustainability
    • Human Capital
    • Marketing & Communications
    Center Membership
    • What Is a Center?
    • Benefits of Center Membership
    • Join a Center
  • Councils
    Councils

    Councils are invitation-only, peer-led communities of senior executives that come together to exchange knowledge, accelerate career development, and advance their function.

    Find a Council
    • Economy, Strategy & Finance
    • Governance & Sustainability
    • Human Capital
    • Marketing & Communications
    Council Membership
    • What Is a Council?
    • Benefits of Council Membership
    • Apply to a Council
  • Membership
    Membership

    Membership in The Conference Board arms your team with an arsenal of knowledge, networks, and expertise that's unmatched in scope and depth.

    • Why Become a Member?
    • Benefits of Membership
    • Check if Your Organization is a Member
    • Speak to a Membership Associate
    • Types of Membership
    • Council
    • Committee for Economic Development
    • Economy, Strategy & Finance
    • Governance & Sustainability
    • Human Capital
    • Marketing & Communications
    • Insights
    • Already a Member?
    • Sign in to myTCB®
    • Executive Communities
    • Member-Exclusive Programs
  • About Us
    About Us

    The Conference Board is the global, nonprofit think tank and business membership organization that delivers Trusted Insights for What's Ahead®. For over 100 years, our cutting-edge research, data, events and executive networks have helped the world's leading companies understand the present and shape the future.

    Learn more about Membership

    • Who We Are
    • About Us
    • In the News
    • Press Releases
    • Our History
    • Support Our Work
    • Locations
    • Contact Us
    • Our Community
    • Our Leadership
    • Our Experts
    • Trustees
    • Voting Members
    • Careers
    • This Week @ TCB
Check if You're a Member
Create Account
Forgot Your Password?

Members of The Conference Board get exclusive access to the full range of products and services that deliver Trusted Insights for What's Ahead ® including webcasts, publications, data and analysis, plus discounts to conferences and events.

Corporate Board Practices

  • Email
  • Linkedin
  • Facebook
  • Twitter
  • Copy Link
  • HOME

Board Refreshment and Evaluations

August 05, 2022 | Report

Copy Link
Share
  • Email
  • Facebook
  • LinkedIn
  • Twitter
  • Copy Link Copy Link

This report provides insights about board refreshment policies and practices, as well as director evaluations at S&P 500 and Russell 3000 companies. Our findings are based on data pulled on July 7, 2022, from our live, interactive online dashboard powered by ESGAUGE as well as a Chatham House Rule discussion with leading in-house corporate governance professionals held in April 2022. Please visit the live dashboard for the most current figures.[1]

Insights for What’s Ahead

  • Companies, especially in the S&P 500, are going to face challenges in increasing the diversity of backgrounds, skills, and professional experience on their boards if they continue to elect new directors at the current rate. In the S&P 500, the percentage of newly elected directors has held steady at 9 percent since 2018. By comparison, in the Russell 3000, it has increased from 9 percent in 2018 to 11 percent as of July 2022. To accelerate the diversification of their board, many companies may want to consider adopting a comprehensive approach, which may include adjusting the size of the board, board refreshment, and director succession.
  • Companies should consider a variety of board refreshment tools to enhance demographic diversity and add relevant skills and experience to the board. To promote refreshment, boards can institute policies that (1) require board turnover (e.g., mandatory retirement age and term limits), (2) trigger a discussion of turnover (e.g., limit the number of public boards on which a director may sit or require directors to resign upon a change in their primary professional occupation), and (3) reinforce a culture of board refreshment, which may be the most important step that boards can take. A culture in which it’s fully acceptable for directors to rotate off a board before they are required to do so can be created not only by establishing guidelines on average board tenure, but also through setting initial expectations for director tenure through the director recruitment and onboarding process, as well as having candid discussions during the annual board evaluation and director nomination processes about how the current mix of directors matches the company’s needs. Such processes reinforce the message that no stigma is associated with rotating off a board before one is required to leave.
  • Companies are moving away from policies that mandate turnover, as these force directors to leave based on tenure or age even when they are still valuable and strong contributors. Very few companies have term limits: as of July 2022, only 6 percent of S&P 500 companies and 4 percent of Russell 3000 companies disclosed a mandatory retirement policy based on tenure. (The most common term limits are either 12 or 15 years.) While mandatory retirement age policies are still common, companies have started to move away from them: in the S&P 500, the share of companies with such a policy declined from 70 percent in 2018 to 67 percent as of July 2022, and from 40 to 36 percent in the Russell 3000. Moreover, companies are increasingly permitting exceptions to the retirement age policy: the share of S&P 500 companies whose policy permits no exception declined from 41 percent in 2018 to 34 percent as of July 2022, and from 24 to 18 percent in the Russell 3000. They are also raising the retirement age: the share of S&P 500 companies with a retirement age of 75 rose from 39 percent in 2018 to 49 percent as of July 2022, and from 42 to 52 percent in the Russell 3000. While mandatory retirement policies can be criticized as arbitrary, allowing exceptions to those retirement policies can not only be viewed as favoritism but also impede board turnover.  
  • While companies have considerable flexibility in their approach to board refreshment, expect continued investor attention to this topic. While major institutional investors usually defer to the board’s determination in setting mandatory retirement age or establishing term limits, they are keeping a close eye on board tenure and may oppose or withhold votes from boards that seem to have an insufficient combination of short-, medium, and long-tenured directors.[2]  Further, BlackRock, State Street, and many other investors will generally vote against independent directors who serve on more than four public boards, which is why companies are increasingly limiting the number of other public company directorships their board members can accept. The share of companies in the S&P 500 with an overboarding policy applicable to all directors grew from 64 percent in 2018 to 72 percent as of July 2022 in the S&P 500, and from 45 to 50 percent in the Russell 3000. Indeed, director overboarding policies are a relatively evenhanded way of ensuring that directors are not overcommitted in this era of increasing workload, and they can prompt a thoughtful discussion between companies and their board members as to whether the director should step down from a particular board.
  • Periodic individual director evaluations—which are growing in popularity along with companies’ use of independent facilitators for board evaluations—can promote board diversity and refreshment. In the S&P 500, conducting a combination of full board, committee, and individual director evaluations has become the most common practice (52 percent of companies reported conducting this combination of evaluations as of July 2022 compared to 37 percent in 2018). As our discussion with in-house corporate governance professionals revealed, individual director evaluations and/or the use of independent facilitators allow companies to have fruitful discussions about many challenging topics, including the skills and expertise needed on the board in the current environment, and in fact can lead to changes in board composition. Companies have found that they do not need to evaluate individual directors or use outside facilitators every year; indeed, these reviews can be more effective and less disruptive if conducted every two or three years.


[1] The Conference Board, in collaboration with ESG data analytics firm ESGAUGE, is keeping track of disclosures made by US public companies with respect to their board composition, director demographics, and governance practices. Our live, interactive online dashboard allows you to access and visualize practices and trends from 2016 to date by market index, business sector, and company size. The dashboard is organized in six parts: 1) board organization; 2) board leadership; 3) board composition; 4) new directors; 5) director election and removal; and 6) other board policies. While the data relied on for the conclusions presented in this report were pulled from the database on July 7, 2022, they reflect practices in place as of the most recent SEC filing or corporate documents relevant for each data point (including 2022 proxy statements, Forms 8-K and 10-K, committee charters, etc.). 

[2] See BlackRock’s Proxy Voting Guidelines for US Securities; State Street Global Advisors’ Proxy Voting and Engagement Guidelines; and Vanguard’s Proxy Voting Policy for US Portfolio Companies.

 

AUTHOR

MerelSpierings

Merel Spierings

Former Senior Researcher, Governance & Sustainability Center
The Conference Board

  • DOWNLOAD REPORT
    Complimentary.

Corporate Board Practices 2022: Brief 1

Board Composition: Diversity, Experience, and Effectiveness

Corporate Board Practices 2022: Brief 2

Board Leadership, Meetings, and Committees

Corporate Board Practices 2022: Brief 3

Board Refreshment and Evaluations

Copy Link
Share
  • Email
  • Facebook
  • LinkedIn
  • Twitter
  • Copy Link Copy Link

Publications

Board Effectiveness: A Survey of the C-Suite: 2025 Edition

Board Effectiveness: A Survey of the C-Suite: 2025 Edition

May 20, 2025 | Report

Are CHROs Ready to Fully Engage with the Board as Enterprise Leaders?

Are CHROs Ready to Fully Engage with the Board as Enterprise Leaders?

April 29, 2025 | Quick Take

The Evolving Role of the CHRO in the Boardroom

The Evolving Role of the CHRO in the Boardroom

April 08, 2025 | Report

Women in the Boardroom: Recent Progress and the Road Ahead

Women in the Boardroom: Recent Progress and the Road Ahead

March 05, 2025 | Quick Take

Overturning NASDAQ’s Board Diversity Rule: Implications for DEI and Governance

Overturning NASDAQ’s Board Diversity Rule: Implications for DEI and Governance

December 16, 2024 | Quick Take

Rising Risks, Rising Costs: US Public Companies Spending More on CEO Security

Rising Risks, Rising Costs: US Public Companies Spending More on CEO Security

December 13, 2024 | Quick Take

View Less View More

On Demand Webcasts, Podcasts and Videos

C-Suite Perspectives

CHROs in the Boardroom: What’s Trending, What’s Next?

May 05, 2025

Closing the Board Effectiveness Gap

June 29, 2023 01:00 PM ET (New York)

2023 Proxy Season Preview

February 06, 2023 01:00 PM ET (New York)

Shareholder Activism

September 22, 2022 11:00 AM ET (New York)

Highlights from the 2022 Proxy Season

August 09, 2022 01:00 PM ET (New York)

C-Suite Perspectives

So You're on a Board. Now What?

July 18, 2022

View Less View More

Upcoming Events

Expert Briefing

Corporate Board Practices

Expert Briefing

Corporate Board Practices


Press Releases / In the News

PRESS RELEASE

Study: Corporate Boards Are More Diverse Than Ever

December 03, 2024

IN THE NEWS

Paul Washington on Issuing a Corporate Response to Social Issues

July 21, 2021

  • Tags
  • Corporate Board Practices
  • ESG Reporting
  • Corporate Governance

Powered By

In Collaboration with

EVENT PORTAL

Forgot Password | Resend account confirmation
Conference Board Sample Web Chat
chatbot-Icon TCB Logo
chatbot-Icon
Navigating Washington - Sign up to receive the latest business insights related to executive orders, new laws, and changing regulations.
ABOUT US
  • Who We Are
  • Annual Report
  • Our History
  • Our Experts
  • Our Leadership
  • In the News
  • Press Releases
MEMBERSHIP
  • Become a Member
  • Sign In to myTCB®
  • Access Experts
  • Member-Only Events
  • Data & Benchmarking
  • Manage Account
EXPLORE
  • Centers
  • Councils
  • Latest Research
  • Events
  • Webcasts
  • Podcasts
  • This Week @ TCB
CONTACT US
  • Americas
    +1 212 759 0900
    customer.service@tcb.org
  • Europe/Africa/Middle East
    +32 2 675 5405
    brussels@tcb.org
  • Asia
    Hong Kong | +852 2804 1000
    Singapore | +65 8298 3403
    service.ap@tcb.org
CAREERS
  • See Open Positions
Terms Of Use | Privacy Policy | Event Code of Conduct | Trademarks
© 2025 The Conference Board Inc. All rights reserved. The Conference Board and torch logo are registered trademarks of The Conference Board.
The use of all The Conference Board data and materials is subject to the Terms of Use. Reprint requests are reviewed individually and may be subject to additional fees.The Conference Board reserves the right to deny any request.
Terms of Use | Privacy Policy | Event Code of Conduct | Trademarks
© 2025 The Conference Board Inc. All rights reserved. The Conference Board and torch logo are registered trademarks of The Conference Board.
The use of all data from The Conference Board data and materials is subject to the Terms of Use. Reprint requests are reviewed individually and may be subject to additional fees.The Conference Board reserves the right to deny any request.

Thank you for signing up. You will now receive CEO Insights for What's Ahead every Wednesday morning. You can unsubscribe at any time or manage your preferences to receive more content from The Conference Board.

Announcing The Conference Board AI Virtual Conference Series

Explore the Impact of AI on Your Business

Members receive complimentary registration - Learn more >>