Board Performance Review for Hong Kong

Board Performance Review Template for Hong Kong

This document establishes a comprehensive framework for evaluating board performance in accordance with Hong Kong corporate governance requirements and best practices. It outlines the methodology, criteria, and processes for assessing board effectiveness, individual director contributions, and committee performance. The document incorporates specific provisions aligned with the Hong Kong Companies Ordinance, HKEX Listing Rules, and the Hong Kong Corporate Governance Code, ensuring compliance with local regulatory requirements while promoting transparency and accountability in board operations.

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What is a Board Performance Review?

The Board Performance Review document serves as a crucial governance tool for organizations operating under Hong Kong jurisdiction. It is implemented annually or at specified intervals to assess and enhance board effectiveness, ensure regulatory compliance, and maintain high standards of corporate governance. The document incorporates evaluation mechanisms aligned with Hong Kong's Companies Ordinance, HKEX Listing Rules, and Corporate Governance Code, making it essential for both listed and unlisted companies. The review covers various aspects including board composition, decision-making processes, strategic oversight, and committee effectiveness, while providing a structured approach to identifying areas for improvement and implementing best practices.

What sections should be included in a Board Performance Review?

1. Purpose and Scope: Outlines the objectives of the board performance review and its scope, including legal and regulatory basis

2. Review Methodology: Details the approach, timing, and methods used for conducting the board performance review

3. Board Composition Assessment: Evaluation of board structure, size, diversity, and independence requirements

4. Board Functions and Responsibilities: Assessment of how well the board fulfills its key duties and responsibilities

5. Board Operations and Processes: Review of board meeting effectiveness, information flow, and decision-making processes

6. Individual Director Assessment: Evaluation framework for individual director performance and contribution

7. Board Committee Evaluation: Assessment of the performance and effectiveness of board committees

8. Stakeholder Relations: Evaluation of board's engagement with shareholders and other stakeholders

9. Review Outcomes and Recommendations: Summary of findings and specific recommendations for improvement

What sections are optional to include in a Board Performance Review?

1. External Facilitator Section: Details of external evaluation facilitator's role and methodology - include when using third-party evaluators

2. Peer Review Component: Framework for directors to evaluate their fellow board members - include when peer review is part of the process

3. ESG Governance Assessment: Evaluation of board oversight of environmental, social, and governance matters - include for companies with significant ESG focus

4. Crisis Management Evaluation: Assessment of board's crisis response capabilities - include for companies operating in high-risk environments

5. Technology and Cybersecurity Oversight: Evaluation of board's digital competency and oversight - include for technology-dependent companies

What schedules should be included in a Board Performance Review?

1. Schedule 1: Assessment Criteria Matrix: Detailed evaluation criteria and scoring framework for board performance

2. Schedule 2: Skills and Competency Matrix: Matrix showing required and current board member skills and competencies

3. Schedule 3: Self-Assessment Questionnaire: Standard form for directors' self-evaluation

4. Schedule 4: Board Meeting Effectiveness Checklist: Checklist for evaluating board meeting efficiency and effectiveness

5. Appendix A: Regulatory Compliance Checklist: Checklist ensuring review meets Hong Kong regulatory requirements

6. Appendix B: Action Plan Template: Template for documenting and tracking recommended improvements

7. Appendix C: Previous Review Comparison: Framework for comparing current review results with previous evaluations

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Hong Kong

Publisher

Genie AI

Document Type

Board Resolution

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Financial Services

Banking

Insurance

Real Estate

Technology

Manufacturing

Retail

Healthcare

Energy

Telecommunications

Professional Services

Transportation and Logistics

Construction

Education

Non-Profit Organizations

Relevant Teams

Board Affairs

Corporate Governance

Legal

Compliance

Internal Audit

Risk Management

Corporate Secretariat

Executive Office

Shareholder Relations

Relevant Roles

Chief Executive Officer

Company Secretary

Board Chairman

Independent Director

Executive Director

Non-Executive Director

Corporate Governance Officer

Chief Legal Officer

Compliance Officer

Board Committee Chairs

Chief Risk Officer

Head of Internal Audit

Corporate Secretary

Governance Manager

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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