Federal Reserve finalizes Board Effectiveness Guidance for large financial institutions

The Federal Reserve’s final guidance on board of directors’ effectiveness (Board Effectiveness Guidance) is a key milestone in its multi-year review of the practices of boards of directors, particularly at the largest banking organizations.  This memorandum describes the final Board Effectiveness Guidance and highlights key changes from the proposal.  It also describes its interactions with fiduciary duties and listing requirements. The Federal Reserve also announced the results of its review of 27 SR letters which contain supervisory expectations for boards.  This memorandum summarizes the changes to each of the SR letters, which show a clear trend towards fewer tasks for the board and a better understanding of the board’s oversight role.