Long-serving boards and board renewal policies may face increasing scrutiny in the 2015 proxy season. Canada’s Institute of Corporate Directors (ICD) recently released a position paper, Beyond Term Limits: Using Performance Management to Guide Board Renewal (the ICD Paper) which calls on boards of directors to rethink their board renewal policies and encourages a more proactive and flexible approach to renewal, focusing on director performance and cautioning against over-reliance on term limits.

The ICD Paper questions the effectiveness of term limits to ensure adequate board renewal, and instead encourages boards to center their renewal policy around comprehensive … Continue Reading