The questionnaire is the part of a board review that everyone sees and almost nobody enjoys. Done badly it produces a page of scores between 3.8 and 4.2, which tells the chair nothing. Done well it produces a small number of clear disagreements between directors, and those disagreements are the whole value of the exercise.
What follows is a complete board evaluation questionnaire template, free to copy and adapt, built around the four lenses named in the UK Corporate Governance Code 2024. Every statement carries the Principle or Provision it evidences, so a company secretary can show a nomination committee which part of the Code each answer speaks to. Every reference below was checked against the FRC's UK Corporate Governance Code 2024 on 3 September 2026.
What is a board effectiveness review questionnaire?
A board effectiveness questionnaire is the structured instrument a board uses to rate its own performance, usually on a 1 to 5 scale, across the board as a whole, its committees, the chair and individual directors. Under Provision 21 of the UK Corporate Governance Code 2024 it is one input to a formal and rigorous annual review, not the review itself.
Provision 21 asks for "a formal and rigorous annual review of the performance of the board, its committees, the chair and individual directors", and the 2024 Code applies to accounting periods beginning on or after 1 January 2025. A questionnaire alone evidences neither adjective. It becomes evidence when paired with interviews, board papers and an action log, and when Provision 22 is satisfied: the chair acts on the results, and each director engages with the process. The wider process this sits inside is covered in our guide to running an annual board effectiveness review.
What the board needs to decide before the questionnaire goes out
Six decisions, settled at the nomination committee before a single statement is drafted. Changing any of them mid-round costs the candour you are trying to buy.
- Which lenses this round covers in depth. All four every year is rare outside large listed companies. A defensible pattern covers all four at summary level and rotates depth.
- Who receives the raw responses. The chair, the company secretary, an external facilitator, or nobody in identifiable form. Say it in writing before directors answer.
- Whether free text is attributed. Ratings can be anonymous while comments are not, and directors will assume the worst if you do not say which.
- Whether the executive team also responds. Executive directors and the wider executive committee often see board performance differently from non-executives, and the gap is diagnostic.
- How much of it reaches the annual report. Provision 23 requires the annual report to describe how the board performance review was conducted, its outcomes and the actions taken. Write with that disclosure in mind.
- Who owns delivery. Normally the chair, with the company secretary running the process, and the senior independent director owning the chair's own assessment under Provision 12.
The board effectiveness review questionnaire template
Sixty-two statements in eight sections. Directors rate each on the scale below, with a free-text box beneath every statement.
The scale
| Score | Meaning |
|---|---|
| 1 | Strongly disagree. This does not happen, or happens so rarely it cannot be relied on. |
| 2 | Disagree. It happens inconsistently and needs deliberate attention this year. |
| 3 | Neutral, or not enough evidence to judge. Treat every 3 as a question, not a pass. |
| 4 | Agree. It works, with room to sharpen. |
| 5 | Strongly agree. It works reliably and I could evidence it to a third party. |
| N/A | Outside my line of sight. |
The third column anchors what a 5 looks like, so directors calibrate against the same picture rather than a private benchmark.
Section A: the board as a whole
| # | Statement | What a 5 looks like | Code 2024 reference |
|---|---|---|---|
| A1 | The board is clear about the company's purpose, values and strategy, and about how they fit together. | Any director states all three consistently without notes. | Principle B |
| A2 | The board has the resources, policies and practices it needs to meet its objectives and to measure performance against them. | Objectives are measured and reported on a fixed cycle. | Principle A |
| A3 | Board papers arrive early enough, and are short enough, to be read properly. | Papers land five clear days ahead, decision request on page one. | Principle F, Principle I |
| A4 | Papers give the board what it needs to decide, rather than what management wants to report. | Rejected alternatives appear, not just the recommendation. | Principle I |
| A5 | Board time is allocated to the things that matter most, not to the things that recur. | The annual agenda plan is re-cut each year. | Principle I |
| A6 | Debate is genuinely open, and dissent is treated as useful rather than awkward. | Minutes show substantive challenge, not just approvals. | Principle F |
| A7 | The division between board leadership and executive leadership is clear in practice, not just on paper. | Directors can name what sits where. | Principle G, Provision 14 |
| A8 | The responsibilities of the chair, chief executive, senior independent director, board and committees are set out in writing and publicly available. | The schedule of reserved matters is current and published. | Provision 14 |
| A9 | The board has the company secretarial support it needs on governance matters. | Advice is sought early, not after a decision is drafted. | Principle I, Provision 16 |
| A10 | Decisions taken in previous meetings are followed up and closed out. | Every action has an owner and a date, reviewed each meeting. | Principle A |
Section B: strategy and long-term value
| # | Statement | What a 5 looks like | Code 2024 reference |
|---|---|---|---|
| B1 | The board understands how the company generates and preserves value over the long term. | The value model is explicit and revisited yearly. | Provision 1 |
| B2 | The board has genuinely tested the sustainability of the business model, not only its current performance. | One session a year examines the model itself. | Provision 1 |
| B3 | Opportunities and risks to future success are considered together, not in separate meetings. | Strategy papers carry the risk view alongside. | Provision 1 |
| B4 | The board understands the views of key stakeholders and reflects them in decisions. | Section 172 points appear in minutes, not just the annual report. | Provision 5 |
| B5 | The chair engages regularly with major shareholders and brings their views back to the board. | A shareholder feedback report reaches the board twice a year. | Provision 3 |
| B6 | Technology and AI adoption receives board-level oversight proportionate to the risk it carries. | The board can describe its AI oversight unprompted. | Principle A, Principle O |
Section C: risk, internal control and assurance
| # | Statement | What a 5 looks like | Code 2024 reference |
|---|---|---|---|
| C1 | The board has determined the nature and extent of the principal risks it is willing to take. | Risk appetite is written down and used. | Principle O |
| C2 | The assessment of emerging and principal risks is genuinely robust rather than a rolled-forward register. | Risks entered and retired in the last twelve months. | Provision 28 |
| C3 | The board understands which controls are material, and why. | A defined list of material controls is board-approved. | Provision 29 |
| C4 | The board is on track to declare the effectiveness of its material controls as at the balance sheet date. | A readiness assessment is done and gaps have owners. | Provision 29 |
| C5 | The board would know promptly if a material control had failed. | Escalation routes are tested. | Principle O, Provision 29 |
| C6 | The board presents a fair, balanced and understandable assessment of position and prospects. | Directors challenge the narrative as hard as the numbers. | Principle N, Provision 27 |
| C7 | Internal and external audit are independent and effective, and the board can say how it knows. | The assessment is documented and acted on. | Principle M, Provision 25 |
Provision 29, the declaration on the effectiveness of material controls, applies for financial years beginning on or after 1 January 2026, so for most December year-end companies the first declaration lands in the 2027 reporting season. Until then the 2018 Code's Provision 29 applies. Rating C3 to C5 honestly a year early is the cheapest readiness work available.
Section D: culture, workforce and conduct
| # | Statement | What a 5 looks like | Code 2024 reference |
|---|---|---|---|
| D1 | The board assesses and monitors culture, and can evidence how the desired culture has been embedded. | Culture indicators reach the board on a cycle. | Provision 2 |
| D2 | Where behaviour is not aligned with purpose and values, the board seeks assurance that management has acted. | A corrective action can be named from the past year. | Provision 2 |
| D3 | The board's own behaviour models the culture it asks for elsewhere. | Directors would welcome a workforce observer. | Principle B |
| D4 | Workforce engagement arrangements are effective, and the board keeps them under review. | The Provision 5 method is reviewed yearly for effectiveness. | Provision 5 |
| D5 | There is a means for the workforce to raise concerns in confidence and anonymously, and the board reviews what comes through it. | Reports and outcomes reach the board, not just volumes. | Provision 6 |
| D6 | Conflicts of interest, including those from significant shareholdings, are identified and managed. | The register is live and reviewed each meeting. | Provision 7 |
Section E: composition, succession and diversity
| # | Statement | What a 5 looks like | Code 2024 reference |
|---|---|---|---|
| E1 | The board has the combination of skills, experience and knowledge it needs for the strategy ahead. | A current skills matrix maps to strategy, gaps named. | Principle K |
| E2 | Length of service across the board as a whole is considered, and membership is refreshed. | Tenure is mapped and succession sequenced. | Principle K |
| E3 | Appointments follow a formal, rigorous and transparent procedure based on merit and objective criteria. | Role specifications exist for every appointment. | Principle J, Provision 20 |
| E4 | Succession plans exist for the board and for senior management, and a diverse pipeline is being developed. | Successors or search plans exist for critical roles. | Principle J, Provision 17 |
| E5 | Appointments and succession plans promote diversity, inclusion and equal opportunity. | Progress against objectives is measured, not asserted. | Principle J, Provision 23 |
| E6 | At least half the board, excluding the chair, are independent non-executive directors. | Independence is documented against Provision 10. | Provision 11 |
| E7 | Independence is assessed on substance, and any judgement to treat a director as independent despite Provision 10 circumstances is explained. | The explanation would satisfy an institutional shareholder. | Provision 10 |
| E8 | No individual or small group dominates the board's decision making. | Speaking time and influence are distributed. | Principle G |
A skills matrix is the companion to E1 and E2; our step-by-step guide to running a board skills matrix audit sets out how to build one that survives scrutiny.
Section F: committees
| # | Statement | What a 5 looks like | Code 2024 reference |
|---|---|---|---|
| F1 | Each committee's terms of reference are current, clear and publicly available. | Reviewed in the last twelve months. | Provision 14 |
| F2 | Committee reporting back to the board is substantive rather than procedural. | The board hears the debate, not the conclusion alone. | Provision 25 |
| F3 | The audit committee has at least one member with recent and relevant financial experience, and sector competence collectively. | Recorded, not assumed from job titles. | Provision 24 |
| F4 | The audit committee has the time and information to review the risk management and internal control framework. | Controls time is scheduled, not squeezed. | Provision 25 |
| F5 | The audit committee follows and reports against the Audit Committees and the External Audit: Minimum Standard. | Reporting maps to the standard. | Provision 25, Provision 26 |
| F6 | The nomination committee leads appointments and oversees a diverse succession pipeline. | The committee owns the search brief. | Provision 17 |
| F7 | The remuneration committee sets policy for executive directors and reviews wider workforce remuneration when doing so. | Workforce pay data informs the decision on the record. | Provision 33 |
| F8 | The remuneration committee exercises independent judgement and can override formulaic outcomes. | Discretion is discussed, used or not. | Principle R, Provision 37 |
| F9 | Committee membership and chairing rotate sensibly, and no committee depends on one person. | Every committee chair has a credible successor. | Principle K |
Committees repay a deeper question set than nine statements allow, particularly where an audit committee is preparing for the internal-control declaration. Our guide to committee effectiveness reviews for audit, remuneration and nomination committees covers those instruments in full.
Section G: the chair
Answered by every director except the chair, and collected by the senior independent director under Provision 12.
| # | Statement | What a 5 looks like | Code 2024 reference |
|---|---|---|---|
| G1 | The chair leads the board effectively in directing the company. | Each meeting ends clear on what was decided and why. | Principle F, Provision 21 |
| G2 | The chair demonstrates objective judgement and does not steer the board towards a predetermined answer. | Positions change in debate, including the chair's. | Principle F |
| G3 | The chair promotes a culture of openness and debate. | Quieter directors are drawn in. | Principle F |
| G4 | The chair facilitates the effective contribution of all non-executive directors. | Every non-executive contributes materially. | Principle F |
| G5 | The chair ensures directors receive accurate, timely and clear information. | Poor papers are sent back before the meeting. | Principle F |
| G6 | The chair's relationship with the chief executive is supportive and challenging in the right proportion. | Directors describe the relationship consistently. | Principle F, Provision 13 |
| G7 | The chair acts on board review findings, recognising strengths and addressing weaknesses. | Last year's actions trace to visible change. | Provision 22 |
| G8 | The chair is planning credibly for their own succession, and the nine-year point is being managed openly. | Timing is on the nomination committee agenda. | Provision 19 |
Section H: individual directors
Completed by each director about themselves, to structure the one-to-one with the chair rather than to produce a score.
| # | Statement | What a 5 looks like | Code 2024 reference |
|---|---|---|---|
| H1 | I have sufficient time to meet my board responsibilities, and my other commitments have not grown beyond what I disclosed. | Time given matches the time indicated on appointment. | Principle H, Provision 15 |
| H2 | I prepare fully for every meeting and read the papers before I arrive. | Preparation shows in the questions asked. | Principle H |
| H3 | I provide constructive challenge and hold management to account. | I challenged a material recommendation this year. | Principle H |
| H4 | I bring specialist knowledge the board would miss without me. | The board can name what I add. | Principle H, Principle K |
| H5 | I contribute effectively and demonstrate commitment, so my re-election is clearly justified. | The re-election papers would ring true to other directors. | Principle L, Provision 18 |
| H6 | I have identified my own development needs and acted on them. | Development completed in the last twelve months. | Provision 22 |
| H7 | I understand the business well enough to contribute outside my specialism. | Site visits or briefings undertaken this year. | Principle H |
| H8 | I engage properly with the board review process itself. | Completed on time, answered candidly, actions followed through. | Provision 22 |
How should the questionnaire be scored, and can responses stay anonymous?
Score the mean and the spread together, and treat the spread as the finding. A 4.1 average hiding two 2s and three 5s is a disagreement about facts, not a performance rating. Anonymity is achievable for ratings on a board of eight or more, but never promise it for free text, because writing style identifies people.
- Report the range alongside the average. Any statement whose scores span three points or more goes on the interview list, whatever its mean.
- Treat 3 as missing evidence. A cluster of 3s usually means directors cannot see the thing being asked about, which is itself a finding about board information.
- Compare non-executive and executive views. Where the two groups diverge by a point or more, ask why before interpreting either.
- Do not benchmark against other boards. There is no credible public dataset of comparable UK board self-assessment scores. Benchmark against your own prior year.
On anonymity, the honest position is a threshold. Below roughly eight respondents, individual ratings can be inferred from a distribution chart, so either aggregate by section rather than by statement, or tell directors plainly that the chair will see who said what. Directors accept either. What they do not accept is being told responses are confidential and then hearing their own phrasing quoted back. State the arrangement in the covering note, apply it without exception, and hold raw responses under the access controls you would apply to a remuneration file.
From scores to an action plan
The output of a review is not a report. It is a few changes with owners and dates, which Provision 23 then requires the annual report to describe alongside how the review was conducted.
A worked example. A FTSE 250 industrials company ran this questionnaire internally in the second year of a three-year cycle, with an external review due next. Eleven directors responded and nothing averaged below 3.4. Three findings came out of the spread rather than the mean.
- A3 and A4, board papers, scored 3.1 with a range of 2 to 5. Every non-executive scored 2 or 3; every executive 4 or 5. The executives were rating the papers they wrote, the non-executives the papers they read on a Sunday. Action: a two-page cover sheet standard, papers circulated seven days ahead, and a six-month check on whether it held.
- C3, material controls, scored 3.4 with five directors selecting N/A. The board had not defined which controls were material, so half of it could not answer. Action: the audit committee to bring a draft list within one quarter, ahead of the Provision 29 declaration.
- F9, committee succession, scored 3.6 with one clear 2. One director had noticed the remuneration committee chair had no credible successor, and Provision 32 requires twelve months' prior committee service before appointment as its chair. Action: a second non-executive joined that quarter.
Three actions, three owners, three dates. That is a better year's work than a forty-page report, and it is what the nomination committee can report against next year.
To hold the questionnaire, the confidential response handling and the action log together with an evidence trail rather than assembling them from spreadsheets, BoardServe's board effectiveness reviews cover the whole cycle.
Sector notes: what changes outside the listed-company world
The four lenses hold across sectors. The references and the expectations around external facilitation do not.
Listed companies. The template above is written for you. Provision 21 expects the chair to commission a regular externally facilitated board performance review, at least every three years in FTSE 350 companies, with the external reviewer identified in the annual report along with any other connection it has to the company or individual directors. Provision 23 sets what the nomination committee must then disclose: how the review was conducted, the nature and extent of the reviewer's contact with the board and individual directors, the outcomes and actions taken, and how it will influence future composition. The Code operates on comply-or-explain, so a thin review is defensible only if you will explain it.
Charities. Swap the Code column for the Charity Governance Code 2025, whose eighth principle is board effectiveness: the board reviews its performance on a regular cycle and takes steps to improve. Its practice guidance expects agreed processes for reviewing the performance of the board (ideally annually), the chair and individual trustees, and for the charity to explain its board evaluation process in the trustees' annual report. For charities the Code classes as large it goes further: an external evaluation every three years to consider the board's effectiveness, including a review of the board's approach to equity, diversity and inclusion. Compliance with the Code is not a regulatory requirement, which makes that annual report explanation the practical accountability mechanism. Sections G and H transfer almost unchanged; Section C needs rewriting around charitable funds and reserves.
Housing associations. The Regulator of Social Housing's Governance and Financial Viability Standard requires registered providers to adopt and comply with an appropriate code of governance, to explain any areas of non-compliance with it, and to assess the effectiveness of their governance arrangements at least once a year. Providers must also manage their affairs with an appropriate degree of skill, independence, diligence, effectiveness, prudence and foresight, and boards must certify compliance with the standard in their annual accounts. That certification is why a housing association questionnaire needs Section C rebuilt around the business planning, risk and control framework, whose effectiveness the standard also requires to be reviewed at least annually. Replace the Code column with your adopted code, and add statements on tenant voice and stock condition data.
NHS trusts. NHS England's code of governance for NHS provider trusts, which applied from April 2023, carries the same four lenses at Section C, provision 4.5: a formal and rigorous annual evaluation of the performance of the board of directors, its committees, the chair and individual directors. For foundation trusts the council of governors leads on agreeing the process for evaluating the chair and non-executive directors, and may use the senior independent director to lead the chair's evaluation; for NHS trusts, NHS England leads it. Provision 4.7 strongly encourages externally facilitated developmental reviews of leadership and governance using the Well-led framework every three to five years, with the reviewer named in the annual report. Section G therefore needs a governor-facing route, and Section C should map to the Board Assurance Framework rather than Provision 29.
Common mistakes
- Asking about satisfaction instead of behaviour. "The board works well together" produces 4s. "Dissent is treated as useful rather than awkward" produces an argument, which is the point.
- Running the questionnaire alone. Provision 21 asks for a formal and rigorous review. Ratings without interviews evidence neither adjective.
- Timing it into the reporting crunch. Findings arriving two weeks before the annual report goes to print become a disclosure problem rather than an improvement opportunity.
- Changing the statements every year. A stable core is what lets you see movement. Change no more than a fifth between rounds.
- Skipping the individual lens. Section H is the one most often dropped for being uncomfortable, and it is the one Provision 18 leans on when the board explains why each director's re-election is justified. Our guide to non-executive director appraisal covers how to run it constructively.
- Letting the action log die in March. Provision 22 puts the obligation to act on the chair personally. An action log reviewed at every meeting is the cheapest evidence that it happened.
This page is maintained as an annual update: we re-check every Code reference and sector citation when the FRC, the Charity Governance Code steering group, the Regulator of Social Housing or NHS England revise their guidance, and re-date it when they do.
FAQ
How many questions should a board effectiveness questionnaire have?
Between 40 and 60 statements for a full annual round covering all four lenses, which is roughly 25 to 35 minutes of a director's time. Longer than 60 and completion quality falls away in the final sections. Shorter than 40 and you cannot cover committees and individual directors properly.
Is a board evaluation questionnaire mandatory in the UK?
No. The UK Corporate Governance Code operates on comply-or-explain and Provision 21 asks for a formal and rigorous annual review without prescribing a questionnaire. Most boards use one because it is the only practical way to collect comparable views from every director before the interviews start.
Who should see the individual responses?
Decide before you send it and say so in the covering note. The common arrangements are: the external facilitator only, the company secretary only, or the chair for ratings but not free text. The senior independent director should hold the chair's own section under Provision 12, since the chair cannot receive their own assessment.
Should executive directors complete the same questionnaire as non-executives?
Yes, with the individual-director section adapted. The gap between executive and non-executive scores on the same statement is one of the most useful outputs of the whole exercise, particularly on board papers, meeting time and the quality of challenge.
How does this questionnaire evidence Provision 29?
It does not, on its own. Statements C3 to C5 test whether the board is ready to declare the effectiveness of its material controls, which applies for financial years beginning on or after 1 January 2026. The declaration itself rests on the audit committee's controls work, not on directors' self-assessment. Our company secretary's guide to the 2024 Code sets out what that involves.
Can we reuse the same questionnaire every year?
Keep a stable core so you can see movement year on year, and refresh around a fifth of the statements to reflect the strategy and the previous round's actions. Where a review is externally facilitated, expect the facilitator to bring their own instrument, and agree in advance how it maps to your internal series.