King V Principle 11
Structured evidence for the board's fulfilment of its Principle 11 obligations - fair, responsible, and transparent remuneration governance.
The Board Remuneration Review module provides a structured governance assessment of the board's director remuneration framework - covering pay policy, fee benchmarking, equity considerations, King V Principle 11 alignment, and the quality of remuneration disclosure.
King V Principle 11 requires the governing body to ensure that remuneration is fair, responsible, and transparent. For director fees specifically, this means a structured governance process - benchmarking, policy review, equity assessment, and defensible disclosure - not an annual inflation adjustment approved by the chair.
Structured evidence for the board's fulfilment of its Principle 11 obligations - fair, responsible, and transparent remuneration governance.
Produces the governance-grade documentation needed to support credible remuneration disclosure in integrated and annual reports.
Structured assessment of whether director fees are applied consistently and equitably - including across gender and diversity dimensions where relevant.
Replaces informal peer comparisons with structured benchmarking against comparable organisations, sectors, and governance contexts.
The Board Remuneration Review is most effective when it sits within a structured governance committee workplan - connected to the annual report cycle, the board's composition review, and the CEO/MD remuneration evaluation.
The Board Remuneration Review is conducted by the governance or remuneration committee - with BoardEvaluator™ providing the structured framework, benchmarking methodology, and governance documentation.
Agree the scope - director fees, committee fees, expense policy - and the benchmarking comparator group with the governance or remuneration committee.
Director fees are benchmarked against a defined comparator group - by sector, size, governance context, and geographic market.
The governance committee assesses the current remuneration framework against policy, benchmarking data, equity considerations, and King V Principle 11 requirements.
Director fees are reviewed for consistency across board members - including any equity or diversity considerations.
A structured remuneration governance record is produced - covering policy, benchmarking, equity assessment, and recommended disclosure.
Review findings inform remuneration disclosure in the integrated or annual report - ensuring that the King V Principle 11 disclosure obligation is met with defensible evidence.
Structured remuneration governance review consistently surfaces issues that informal fee-setting processes miss - particularly around benchmarking rigour, disclosure quality, and equity.
Many boards adjust fees annually for inflation without formal benchmarking - resulting in fees that have drifted out of alignment with the market over time.
Committee fee structures that were set years ago often no longer reflect the actual governance burden of different committees - particularly as audit and risk committee obligations have grown.
Director remuneration disclosure often meets the technical minimum requirements without providing the governance transparency that stakeholders and King V Principle 11 expect.
Most boards have not formally assessed whether director fees are applied consistently across board members - including any gender or diversity equity dimensions.
Director expense reimbursement and benefit provisions are frequently managed by practice rather than documented policy - a governance gap that creates disclosure and audit risk.
Many remuneration committee terms of reference focus on executive pay - leaving director fee governance without a clear committee owner.
This module works well independently and integrates naturally into multi-module engagement programmes.
Connect this module to the wider BoardEvaluator™ operating model.
Show how this module connects to wider governance themes.
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The module provides benchmarking data and governance assessment - not a fee recommendation. The governance committee makes fee decisions based on the structured evidence the module produces.
The comparator group is agreed with the governance committee at the scoping stage - typically based on sector, revenue size, governance complexity, and geographic market. The composition of the comparator group is documented in the review output.
The module focuses on director remuneration - fees, committee fees, and related provisions. Executive remuneration governance is a broader topic typically covered within the governance committee's annual workplan and the CEO/MD Evaluation module.
The module produces structured governance documentation - benchmarking summary, policy assessment, equity review, and recommended disclosure language - that directly supports the remuneration section of the integrated or annual report.
Benchmarking methodology and the comparator group are agreed before the process begins. Where individual directors have concerns about the benchmarking outcomes, those concerns are addressed through the governance committee.
Modules that complement this evaluation in a structured annual governance cycle.
If the board is ready to bring structured governance rigour to director pay - with King V Principle 11-aligned evidence, defensible benchmarking, and disclosure-ready documentation - this module provides the framework.