Annual board assessments and conflict of interest questionnaires are critical to ensuring overall board effectiveness and accountability. As we approach the mid-point in the year, now is a good time to start planning a path to conduct these important responsibilities. Join OnBoard’s product experts as they share insights and best practices when planning ahead for board assessments and D&O Questionnaires. In this session, we will share best practices and capabilities within the OnBoard platform to ensure you – and your board – are ready for the months ahead. You’ll learn: • Best practices & workflows for annual planning cycles • How board members can increase engagement and reduce time spent on manual processes • Security benefits of centralizing annual tasks that contain sensitive information

1. Spring into Action
Preparing for Your Board's Annual
Cycle
May 19, 2022
Andrew Sompels, Implementation Consultant
Karen Griffin, Head of Customer & Product Marketing

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Welcome & Introductions
2
Andrew Sompels
Implementation
Consultant
Karen Griffin
Head of Customer &
Product Marketing

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About our Audience Today
Industries
Arts, Entertainment
Association
Construction
Consulting
Finance & Insurance
Healthcare
Higher Ed
Media
Nonproft
Utilities
Roles:
• President/CEO
• Executive Director
• Executive Vice President
• Executive Assistant
• Office Manager
• General Counsel
• Corporate Secretary
• Chief of Staff
• Legal Specialist
• Board Relations
Manager/Director
• Board Liaison

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Agenda
• Annual Cycle Overview
• OnBoard’s Annual Cycle Tools
• Questionnaires
• Assessments
• Skills Tracking
• Key Takeaways
• Wrap-Up & Q/A
Please ask questions
at any time using the Q&A Button

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 Conflict of Interest or D&O Questionnaires
 Review of Skills/Qualifications of Nominees
 Annual Board Assessments
 Committee Assessments
Annual Cycle Overview

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• Conflict of Interest
Questionnaires
• D&O Questionnaires
• Board Assessments
• Committee Assessments
Questionnaires
• Collect preferences
• Discover availability
• Gather feedback on logistical
items
Assessments Surveys
What's the Difference?

7. Polling Question:
How do you conduct Conflict of Interest
or D&O Questionnaires today?

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Purpose of Annual Questionnaires
8
• Part of good governance to identify possible
conflicts of interest
• Required to be completed annually by public
companies
• D&Os are also initiated during IPO
• Provide information on background, experience,
securities ownership, independence and
compensation of directors and/or officers

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Common Pitfalls to Avoid
1. Not using secure methods for distributing
2. Chasing incomplete or lost questionnaires
3. Director filled in inaccurate information

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Questionnaires Process
Prepare
Questionnaire
Legal Review,
Approvals
Distribute &
Gather
Information &
Signatures
Store
Completed
Questionnaire

11. QuestionnairesD
emo

12. Polling Question:
How do you conduct Assessments
today?

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Purpose of Annual Board Assessments
13
• Helps identify areas for performance improvement
• Part of organization’s bylaws or required by stock
exchange listing standards
• Qualitative data helps identify specific areas to
focus on for better board efficiencies

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Common Pitfalls to Avoid
1. Not asking the right questions
2. Not ensuring confidentiality
3. Not taking an analytical approach
4. Failing to share or act on results

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Assessments Process
Create
Assessment
Review for
Approval
Distribute to
Board
Members
Gather
Feedback
Analyze
Results
Initiate
Action
Based on
Findings

16. Assessments
Demo

17. Polling Question:
How do you manage your succession
planning today?

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Purpose of Skills Tracking (Nomination of Directors)
18
• Helps identify gaps in skills and level of experience
within current board
• Determine succession planning for new member
recruitment that aligns with strategic plan
• Ability for board members to self-report their own
skills

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Common Pitfalls to Avoid
1. No single source of truth for member terms
2. Unclear understanding of background and level of skills
3. No way to identify important skills missing

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Nomination of Directors
Review
Skills/Qualifications
Nominee
Review/Interview
Process
Nominee Reference
Process
Recommend
Committee Chairs
and Members

21. Skills Tracking
Demo

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Key Takeaways
Define Skills that are missing from your board and begin recruitment/succession planning
Decide Decide if questionnaires are needed for any conflict of interest requirements
Determine Determine when and how you plan on measuring board and committee performance against
organization goals
Start Start early – now is the time to start thinking about process and systems changes to your
annual activities

23. Polling Question:
Are you interested in learning more
about OnBoard's Annual Planning
Tools?

24. Q&A

25. Thank you!
Karen Griffin
kgriffin@onboardmeetings.com
Andrew Sompels
asompels@onboardmeetings.com
Recording will be sent to your registration email in 24 hours