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the current percentage of racially/ethnically diverse directors;
whether the board’s definition of diversity explicitly includes gender, race or ethnicity;
whether the board has a “Rooney Rule” policy requiring diverse candidates to be included in the initial pool of candidates when selecting new directors; and
board skills disclosure.
Although Glass Lewis will not make voting recommendations solely on the basis of this assessment in 2021, the assessment may be a contributing factor in recommendations when other board-related concerns have been identified.
Board Refreshment/Tenure. Although investor concerns regarding a lack of board refreshment relate to staleness of director skills and erosion of independence, investors also consider a lack of board refreshment an impediment to increasing board diversity. Beginning in 2021, Glass Lewis will note as a concern instances where the average tenure of nonexecutive directors is 10 years or more and no new inde ....

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