Board Succession Planning: Definition, Steps & Free Templates

Strong leadership doesn’t happen by chance — it’s built through preparation and readiness for future challenges. That’s where board succession planning comes in. 

Board succession planning is the process of identifying, developing, and preparing future leaders to ensure smooth transitions on the board and in executive roles.

Yet research shows that only 35% of companies have a formal board succession plan for critical roles, while the average CEO tenure is under five years — the shortest in two decades. These numbers highlight how many organizations still risk instability when key leaders step down.

This guide explains why board succession planning matters, what steps to include, and how the right tools can make the process more effective and secure.

Key takeaways

• Board succession planning ensures leadership continuity by identifying and preparing future directors and executives before vacancies occur.
• Only 35% of companies have a formal succession planning process, even though the average CEO tenure is under five years — the lowest in two decades.
• A proactive plan helps maintain stability, preserve expertise, and reduce costs associated with recruitment and training.
• Using board portals streamlines the process by securing sensitive data, organizing board meetings, managing tasks, and generating progress reports.

What is a board succession plan?

A board succession plan is a company’s long-term strategy that describes a set of actions required for replacing a board member or an executive director and identifying successors for a board’s leadership roles.

Board members leave their positions for a variety of reasons, which can be divided into two categories.

Emergency departure occurs when:

• A board member decides to resign on short board meeting notice. 
• A board member has unexpected health or family issues.
• A board member is removed from their position.

Planned departure happens when:

• A board member’s term limit is approaching.
• A board member announces an early departure.

However, no matter what the reason for a director’s departure is, an organization needs to start planning ahead, as the process is time-consuming.

Why is board succession planning so important? Here are the major reasons:

1. It maintains the sustainability of the organization.
2. It ensures continued success.
3. It provides a team with fresh ideas.
4. It increases board diversity.
5. It promotes resilience.

Note: Board of directors startup succession planning is equally crucial as a succession plan for established organizations, ensuring a smooth transition of leadership and organizational sustainability for startups as they grow and evolve.

Why board succession planning matters

Instead of waiting for seats to open, board succession planning helps the company prepare for smooth and confident leadership changes. Timely planning for board chair and CEO succession supports smooth CEO transitions, keeping companies resilient, minimizing disruption, and maintaining trust among investors and stakeholders.

Yet, according to the Gartner 2023 Board of Directors Talent Survey, only 52% of directors said their company has a CEO succession planning process in place. This means nearly half of boards still handle leadership changes reactively, leaving their organizations unprepared when an incoming CEO must step in during an unexpected vacancy.

Here are the potential benefits of such a plan:

• Keeps leadership pipelines ready. It ensures qualified directors are identified and prepared to take over board or chair roles when transitions occur — planned or unexpected.
• Prevents the loss of expertise. Instead of searching externally, companies can promote capable internal leaders who already understand the business.
• Reduces disruption during turnover. With clear protocols and a list of emergency CEO candidates, the governance committee can act quickly when an outgoing CEO or director departs unexpectedly, ensuring leadership continuity and stability.
• Saves money and time. A proactive plan minimizes the resources spent on recruitment, onboarding, and leadership training.
• Improves governance quality. Regular assessments and updates ensure the board maintains the right mix of skills and experience.
• Strengthens long-term strategy. Succession planning links leadership development with the company’s strategy, ensuring continuity of vision and decision-making.

Proactive boards treat succession as an ongoing process — assessing performance, mentoring emerging corporate leaders, and planning for both immediate and future transitions. This approach protects organizational stability and builds confidence among shareholders and executive teams alike.

Board succession planning process

A board checklist for succession planning may differ from company to company, but the key steps are usually the same.

1. Identify roles and responsibilities

Divide the roles into three groups based on their significance and emergency.

• Define the most critical positions to the business and its success. These usually include the CEO and executive leadership. Next, assess each key role in terms of business risks — should positions become vacant. This helps to prioritize the roles with the biggest risks when developing a board plan.

• Define the positions that may become vacant in the near future. These are directors and employees about to retire or go on maternity leave. They should be given high priority on a board succession plan.

• Define the positions that are less urgent or important. These are the employees with the least risk or impact on the business and, thus, have a lower priority in a board succession plan.

2. Identify key qualifications

When you have clearly defined roles for the board chair and members in terms of their impact on business, the next steps would be to: 

• Assess what qualifications each employee should have. Identify and write out competencies essential to a company’s success. These often include soft skills like the ability to work in a team or communicate effectively.

• Conduct a skills gap analysis. Consider what skills a board should have according to the business’s objectives, assess them against the board’s current capabilities, and identify what is lacking.

• Create initial job profiles. Document findings so that every participant of a board leadership succession planning process sees the qualities candidates should have.

3. Align a board around common objectives

The board of directors’ role in succession planning is significant. That’s why all members should be aware of business goals, stay up-to-date with changes, and participate in all succession process stages.

Thus, a proactive board is usually involved in assessing board composition, addressing board refreshment, creating job profiles, and searching for candidates.

Here are some succession planning questions for board of directors that help keep everyone aligned and progress with developing a plan: 

• Why are people resigning from the board?
• Do we have the necessary competencies and skills to achieve our goals?
• Should we reconsider board composition and increase board diversity?
• What will we do if one of our board members, CEO, or Secretary leaves?
• Do we have a strategy and resources for finding and recruiting new directors?
• What skills should a new director have?

4. Start the recruiting process

Recruitment should be the responsibility of the nominating and governance committee. It should include a high-level staff member, at least one board director, and any individuals who can facilitate and speed up the process. 

Here’s when a committee should start the talent search:

• Planned departures — six months in advance.
• Unexpected departures — as soon as an employee gives notice.

There are two ways of hiring new members:

• Internal hiring. Internal nominees or applicants are more familiar with board culture and business processes, bring value to leadership positions, and can take over a new role more smoothly. 

• External hiring. External candidates bring new skills and fresh ideas, but the transition usually takes longer.

5. Create a development plan

Most companies prefer hiring internally. They regard it as more advantageous since they can start preparing a candidate for a position before a vacancy opens.

After choosing a candidate, the committee should:

• Assess the candidate’s skills and competencies
• Identify a candidate’s areas for improvement
• Create a development plan based on the skills and capabilities a candidate lacks
• Evaluate and monitor the progress against the development plan

A board of directors succession planning template

Here are some templates that might be helpful during board succession planning. 

Template 1: Succession planning chart

Position	Incumbent name	Retirement date	Number of candidates	Candidates names	Readiness rating

Template 2: Board succession plan checklist 

Task	Date
Review term limits for board members in current by-laws.
Evaluate current board roles and determine the priority level of each.
Conduct board self-evaluations and gap analysis.
Identify key qualifications that candidates should have.
Conduct exit interviews with members leaving the board.
Review the needs of an organization with regard to upcoming projects.
Identify potential leaders from the current board list.
Decide on the order in which candidates will be offered the positions.
Create a development plan for each potential candidate.
Assign a mentor to each new board member.

If working for a nonprofit organization, learn to build a strong nonprofit strategic plan and use templates to help create it.

Board succession planning best practices

Treating succession planning as a standing board responsibility helps ensure continuity and reduces risks linked to sudden leadership changes. 

When creating an effective board succession plan, high-performing companies often take the following recommendations.

Use board management software

Board management software, or a board portal, is a tool organizations use to streamline the board succession planning process. More specifically, it helps board members:

• Communicate effortlessly via chat, discussion threads, or comments
• Vote and choose the best candidates for key board positions
• Store and share board materials securely
• Assign tasks to responsible individuals, set deadlines, and track progress

Check out the guide of the best board portal providers to find the one that best suits your board’s needs.

Emphasize board succession planning

Board members often don’t give succession planning enough attention. However, to create an effective and successful plan, a board should:

• Take a proactive approach and make board succession planning one of their priorities
• Regard board succession planning as an ongoing process and add it to their agenda regularly 
• Consider all upcoming vacancies as an opportunity to improve the board by adding new skills and specific expertise

Understand the board’s needs

For successful board succession planning, board members should continually be aware of the types of candidates they require. That’s why they should:

• Evaluate board member skills and competencies
• Conduct gap analyses
• Receive feedback from current board members, executive leaders, and managers

Tools for succession planning

Modern board portals have become essential tools for effective succession planning. They bring structure, transparency, and security to a process that often involves sensitive discussions and confidential data.

A good board portal supports succession planning in several ways:

• Security. Protects confidential board materials, director evaluations, and candidate profiles with encryption and role-based access controls. Only authorized members can view or share information.
  
• Meetings. Simplifies meeting preparation by storing agendas, minutes, and evaluation forms in one place. Directors can review succession plans and vote on key decisions securely.
  
• Task management. Tracks succession-related tasks, such as identifying potential candidates, scheduling interviews, or following up on training progress. Everyone knows what needs to be done and by whom.
  
• Reporting. Generates clear reports on board composition, tenure, and upcoming retirements, helping governance committees plan for leadership changes in advance.

By centralizing documents and communication, board portals make the succession planning process faster, safer, and easier to manage, ensuring that leadership continuity never depends on scattered files or guesswork.

FAQs

What is a board succession planning policy?

A board succession planning policy is a plan that helps a company keep its board running smoothly when members leave. It explains how to find, evaluate, and prepare new directors so they’re ready to step in when a spot opens — whether expected or not. This way, the board can keep working without delays or interruptions.

Who is responsible for succession planning?

Usually, the governance or nominating committee handles succession planning. They work with the board chair and sometimes the CEO to review who might be ready to step into key roles. In some cases, they also get help from outside advisors. The goal is to make sure there’s always a plan for who comes next when someone leaves the board.

How often should succession planning be updated?

It’s best to review the succession plan once a year to make sure it still fits the company’s goals and current board makeup. You should also update it if something major happens — like a merger, a director leaving, or new regulations. Keeping it up to date helps the board be ready for any changes without rushing.

What’s the difference between the board succession and CEO succession processes? 

CEO succession is about choosing and preparing the next CEO to run the company day to day. Board succession focuses on keeping the board strong by finding and preparing new directors to guide the company’s big decisions. The CEO role is about managing operations, while the board makes sure the company stays on the right path. Both are important, but they cover different parts of leadership.

Conclusion

Board succession planning helps organizations stay steady through change. It protects governance, keeps leadership continuous, and supports clear decision-making when transitions occur.

Most boards that plan ahead don’t have to scramble when someone steps down. They already know who can take the lead and how to move forward without disruption.

It’s never too early to start.

 👉 Download your Board Succession Planning Template to build a stronger and more prepared board today.