How do your board’s demographics in terms of age, gender and ethnicity compare with those reported by (i) public companies in the Society of Corporate Secretaries and Governance Professionals’ "2011 Board Practices Report" (the "Society’s 2011 Report") and (ii) the Standard & Poor's (S&P) 500 as shown in Spencer Stuart’s "2011 Board Index" ("Spencer Stuart’s 2011 Index")?
The Society’s 2011 Report shows the percentage of directors in each of the following age ranges for all companies in its survey:
Click here to view the table.
Spencer Stuart’s 2011 Index shows that the average age of S&P 500 board members is 62.4 years. This is higher than in the 2001 Index, which showed an average age of 60.2 years. This aging of corporate board members is due in part to less turnover. In fact, according to Spencer Stuart’s 2011 Index, the number of new appointees has dropped 25 percent over the same period.
The age of boards should decrease because 70 percent of public companies and 43 percent of private companies have a mandatory retirement age with 72 years being the most common age. At least 10 percent of directors of these public companies are reaching this mandatory retirement age.
The Society’s 2011 Report shows that 19 percent of all directors for all companies in its survey are women. Spencer Stuart’s 2011 Index reports that 16 percent of all directors for S&P 500 are women. The difference between the two surveys may be that Spencer Stuart’s 2011 Index included more companies engaged in the retail, health care and banking industries, which appear to have a greater composition of women on their boards.
After announcing that we would be reporting on board demographics, we were asked to compare the average percentage composition of women on boards of S&P 500 companies headquartered in Ohio with the average percentage of women on boards of all S&P 500 companies. The average percentage composition of women on Ohio S&P 500 companies is 20 percent, which is higher than the 16 percent average composition on all S&P 500 companies, but insignificantly higher than the 19 percent shown for all companies in the Society’s 2011 Report. Ohio companies having a statistically greater percentage composition of women are Key Corp, Limited Brands, Macy's and Proctor & Gamble (listed alphabetically).
As noted above, women appear to have greater presence on boards of companies engaged in, or vendors to, the retail industry and boards of hospitals and banks.
The Society’s 2011 Report shows the following composition of directors for all companies in its survey among the following ethnicities:
Click here to view the table.
The Society’s 2011 Report shows that boards of small-cap companies tend to have a greater percentage composition of white people (91%) than boards of mid- and large-cap companies (80% – 83%).
Comment and Personal Observation
Acredula has been a leading advocate for an "expertise" board composed of persons each having particular experience, skills or expertise needed for the board to have as a whole all of the experience, skills and expertise necessary to achieve its future objectives. This is in contrast to a "constituency" board, which is composed of persons who represent the view of a particular constituency (such as the U.S. Congress or a state legislature).
Even though we are not generally an advocate of constituency boards, we agree with the Society’s 2011 Report that a "director’s ethnicity, gender, and age could have an impact on a board’s composition similar to the effect of the directors’ technical and professional expertise. Directors with differing ethnicity, gender and age bring about a unique experience and perspective to the boardroom."
My observation from years of representing or participating on boards is that directors of a gender or ethnicity other than a white male tend to focus more on the process of making decisions, ensuring that ideas are vetted and risks are discussed from the viewpoint of all. Perhaps because they have traditionally composed less than a majority of the decision makers, they are more likely to ask, "what do you think?" than to demand "get to the point."
This completes both of our series on board benchmarks: our eight-part series on board practices and our three-part series on board composition, including this article on board demographics.
The Society’s 2011 Report is available at the Deloitte Center for Corporate Governance at http://www.corpgov.deloitte.com/site/us/ as the "2011 Board Practices Report" under the page "Board Governance," and Spencer Stuart’s 2011 Index is available at http://www.spencerstuart.com/research/articles/1538/