The Better Boards Podcast Series

Send us a text Family businesses represent a significant majority of the European, Asian and US landscape. Yet so much that we focus on in business, governance, and search is designed for corporates. In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, is joined by Andreas von Specht. Andreas von Specht is a family shareholder and NED of Berenberg Bank, Europe’s second-oldest private bank, and shareholder of Bergos Bank in Zurich. He founded AvS Advisors in 2011 to advise privately held clients on succession and family governance. Previously, he built a career in Consumer Goods and was a long-time partner at Egon Zehnder in Germany and France. “30 years ago, it was very much based on a ‘nose factor’ kind of selection, and it has become a really well thought-through search process.“ Andreas' upbringing in a family business gives him special insight into the culture, thought patterns, and habits of family businesses. He can draw a line from pre-Internet ‘nose factor’ talent searches to the current professionalised systems. While the unique nuances of strong family shareholder groups and cultural fit factors are the trump card, competency testing, benchmarking, and sophisticated evaluations are now in play. “There is one competency that is a little bit difficult to describe, which I would call a special ability to operate in a family business.” Succeeding in a family business environment is possible, even if one comes from the corporate world. Andreas believes it requires high emotional intelligence (EQ) and a moderate ego. Successful candidates must be able to bring family members along on the business journey while preserving relationships. Humility, a sense of humour, and adaptability must overlay real business acumen and competency, as families will ask if the executive or board candidate brings particularly valuable or missing skills to the business. “Results and values move together, so performance sits alongside legacy and family expectations.” Within a family business, governance always has more layers, with owners, the board, a family council, and the next generation all in the mix. Leaders must agree on what short-term and long-term really mean for the business, and the same goes for change initiatives. He recommends a clear change contract at the beginning to avoid misunderstandings. “It takes two to tango… we are in the midst of a fierce war for talent, and that must be taken into consideration.” For families, there is a ‘search before the search’ to select a search partner that understands their needs and the family culture. Trust is critical. It is also critical to have clear expectations and alignments of what they're really looking for and what good looks like. Families must also remember it takes two. Quality, independent candidates for executive roles and board positions will have choices. Families just can’t pick the best candidate to serve at their leisure. Instead, there is a certain degree of selling required to get to know each other and build trust. The three top takeaways from our conversation are: 1. Fit and clarity regarding the role and requirements must come first. 2. Cultural fit often decides the outcome. 3. Professionalise the whole journey so that the hiring process leads to a successful, lo If you would like to become part of the Better Boards community, learn about our distinctive approach and explore opportunities to work with us or contribute to The Better Boards podcast series, get in touch at info@better-boards.com. We love to hear from you.

Send us a text Private equity, private debt – private markets are absolutely the flavour of the day. Yet, despite the headlines and eye-catching numbers, very little discussion is taking place about governance in this context. In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner, is joined by Dr Eelco Fiole. He has more than 30 years of international finance experience, including two decades as Non-Executive Director, CFO, and CEO in alternative investments with teams in Zurich, London, New York, and Singapore. He also holds more than eight advanced degrees and is a true polymath with special expertise in investment governance. “Private market investing comes with a lot of issues.“ Eelco reports that over the next five years, private markets are expected to double to $30 trillion USD. Private investors now invest alongside traditional institutions. Yet serious issues remain, including complex structures, valuation challenges, opacity, layers of leverage, and enormous asymmetries of information. “Governance is work, and when that work is being done, trust also develops.” To Eelco, governance is a key factor in creating trust for LPs and GPs. Both must contribute to building a solid governance framework. For LPs, remember that greed is not a strategy. Instead, use governance structures as a filtering tool to address issues of valuation, transparency, and conflicts of interest. For GPs, good governance helps attract capital. Eelco noticed that the smartest GPs use well-structured governance agreements to differentiate themselves, back up big promises, and showcase how they plan to protect investors. “It’s all about incentives.“ In Eelco’s experience, many trust-based issues can be resolved by examining the incentives at play. Who is getting paid, when are they being paid, and how are those payments structured? Following the money and understanding who benefits in various scenarios is key to effective governance. On a practical level, this means building desired behaviours into the documentation. “Every investment is situational.“ Eelco feels every investment has its own unique characteristics. As a result, “off the shelf” legal documents may not be sufficient. Custom-crafted or heavily adapted documents that cover the legal and economic variations of the investment, investment team, and market are key. The same is true for individuals who want a seat at the table. Private markets are highly specialised and nuanced. Only individuals who can add value in specific ways will be welcomed. “If I cannot have proper representation of the interest, then I'm not going to do it.” Eelco sees many cases where things go wrong, where highly concentrated investors are excluded, or where LP committees have no power. He is not calling for regulators to step in, but for boards to thoughtfully use governance structures to create checks and balances. The three top takeaways from our conversation for effective boards are: 1. Governance is work. 2. For GPs, understand the mechanics of trust and its role in attracting capital. 3. Standard legal documentation is not enough. You must build in your own situationally appropriate models into the agreements. Join The Better Boards Community - info@b If you would like to become part of the Better Boards community, learn about our distinctive approach and explore opportunities to work with us or contribute to The Better Boards podcast series, get in touch at info@better-boards.com. We love to hear from you.

Send us a text If you would like to become part of the Better Boards community, learn about our distinctive approach and explore opportunities to work with us or contribute to The Better Boards podcast series, get in touch at info@better-boards.com. We love to hear from you.

Send us a text If you would like to become part of the Better Boards community, learn about our distinctive approach and explore opportunities to work with us or contribute to The Better Boards podcast series, get in touch at info@better-boards.com. We love to hear from you.

Send us a text If you would like to become part of the Better Boards community, learn about our distinctive approach and explore opportunities to work with us or contribute to The Better Boards podcast series, get in touch at info@better-boards.com. We love to hear from you.

Send us a text If you would like to become part of the Better Boards community, learn about our distinctive approach and explore opportunities to work with us or contribute to The Better Boards podcast series, get in touch at info@better-boards.com. We love to hear from you.

Send us a text When organisations face a need for transformation, Boards must become catalysts for change. This requires specific behaviours so that Boards can successfully go beyond oversight to provide strategic leadership when it is needed most. In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner, is joined by Lan O’Connor, a global transformation leader with deep experience in enterprise change. Lan helped lead Capgemini from a European to an international footprint. Today, she serves on a number of high-profile Boards. “Change is part of life, part of business life. But transformation, thinking about transformation with a capital T, it's not a change.” For Lan, transformation goes beyond routine change. It is a fundamental rewiring of a company’s centre of gravity while retaining the cultural core. It requires four things: agreement that the current state is not viable, an articulated future state, a watertight business case, and a scale so immense that the transformation is the singular agenda for the executive team and Board for the duration of the transformation. “For a board, often a transformation with a capital T is perceived as a risk with a capital R.” The role of the Board when it comes to a proposed transformation is one of active strategic engagement. To Lan, in the first Board meeting about a transformation, the role of the Board is to vet the necessity of acting. The second step is to approve the business case. The third step is to scrutinise the approach and execution plans, as Lan believes the execution plan is where failure often hides, and Boards can make a significant difference. “It's the Board's role to make sure that it has a good beginning, a powerful middle, and that the end point allows the company to breathe at the new level.” Lan sees the Boards as the Executive Producers of a blockbuster movie. Boards must thus address rational, political, and emotional elements in play. The rational element is the business case. The political element ensures the Board and management team can act, make tough decisions, and escalate issues. Emotional elements reflect the level of buy-in needed for the transformation. “One critical element to have at a board level is an ally versed in the psychology of transformation.” Many Board members have experience with transformations, but not necessarily as the leader accountable for the change. They need supporting perspectives. A transformation guide can provide support in tough moments, fight process fatigue, and give insights into the pace of change. “I always say to Board members or even Executive Board members … to adopt a kind of an interview mindset.” Lan believes that Board members benefit when they can explain what is happening and why in terms that an outsider could understand. This minimises jargon and boosts transparency. The top three (plus bonus) takeaways from our conversation for effective boards are: 1. Understand the rational, political, and emotional elements. 2. Transformation is not a one-and-done exercise. Be attentive to the experience of the beginning, middle, and end. 3. Mark the official beginning and end of the transformation. 4. Seek out external perspectives to support the transformation experien If you would like to become part of the Better Boards community, learn about our distinctive approach and explore opportunities to work with us or contribute to The Better Boards podcast series, get in touch at info@better-boards.com. We love to hear from you.

Send us a text Governance professionals are no longer the quiet scribes in the corner. Today, they are critical voices at the heart of boardroom decision-making. In this episode, Dr Sabine Dembkowski speaks with Erika Eliasson-Norris, CEO of Beyond Governance and author of The Secret Diary of a Company Secretary, to explore how the role has evolved and why it remains misunderstood. Through candid reflections and practical examples, Erika unpacks the challenges governance professionals face – from ethical tensions to boardroom politics – and shows how the role is changing as boards come under growing scrutiny. “We’ve moved from record-keeping to future-shaping.” In the past decade, governance professionals have shifted from the edges to the centre of organisations. They now help anticipate regulatory change, manage stakeholder expectations, and act as the ethical compass of the business. Erika emphasises this shift is less about technical skill and more about soft skills—the ability to demonstrate value, build trust, and step into an advisory role. Emotional Intelligence (EQ) is central. Working in grey areas requires integrity, influence, and buy-in across the organisation. EQ allows governance leaders to express ethical standards and help boards make sound decisions under pressure. “Organisations that do governance well avoid scandals and disasters.” Yet, Erika believes the profession is still underutilised. Many boards lack dedicated governance leaders, missing opportunities to prevent crises rooted in governance failures. She sees a major opportunity for boards to embrace governance professionals as strategic advisors rather than administrators. Technology is accelerating this shift. AI can now handle much of the administrative load—board packs, decision logs, registrars—freeing governance professionals to focus on strategy: ethics, risk foresight, regulatory impacts, and shareholder alignment. “A great governance advisor flexes as needed while keeping an ethical compass – their North Star.” Strong governance is about clarity of decisions, anticipating downstream impacts, and communicating choices transparently to stakeholders. Erika calls this “governance with grit”: standing up to powerful leaders, holding firm to values, and ensuring boards don’t sacrifice trust for expediency. “The biggest myth about Company Secretaries is that they just take minutes.” In reality, governance professionals leave fingerprints on major board decisions—though often invisibly. Erika’s book highlights hidden stories from eight Company Secretaries at high-profile firms, showing how their decisions impact thousands of stakeholders worldwide. With technology creating more space for strategic work, Erika believes it’s a fascinating time for new professionals to enter governance. Success requires comfort with uncertainty, listening skills, and a strategic, advisory mindset. Governance is not about ticking boxes—it’s about helping steer the organisation with courage, clarity, and trust. Top takeaways: To find out how you can participate in the Better Boards Podcast Series or for more information on Better Boards’ solutions, please email us at info@better-boards.com.

Send us a text As a director, you regularly oversee change. But how do you distinguish routine adjustments from true enterprise-level transformation? And how must the board’s role evolve to meet it? In this podcast, Dr Sabine Dembkowski talks with Lan O'Connor, a global transformation leader. At SAIC, she led IPO readiness and NYSE listing. At Capgemini, she drove its shift to a global operating model. Her experience spans Trinity Business School’s transformation and UK Cabinet Office policy during Covid-19. With global expertise and governance credentials, Lan brings operational rigor and strategic vision to complex change. Transformation vs. Routine Change Transformation is not bigger change—it’s “punctuated equilibrium”: a deliberate break from a successful past to secure the future. Capgemini’s pivot from European leader to global competitor illustrates this: a fundamental rewiring of structure and KPIs while retaining its cultural core. Key hallmarks of transformation: This is not delegated work—it’s the company’s central story, with the CEO leading and the board fully engaged. The Board’s Role For boards, transformation often looks like capital-R Risk. The role shifts from oversight to strategic engagement: Ensure management has both the political will and emotional commitment to see it through. Mindset and Skills Transformation demands a new mindset: And crucially, get out of the boardroom: visit teams, see demos, and observe change in action. Do Boards Need Transformation Veterans? Yes—with clarity. Many directors have seen transformation; few have led it. Direct experience adds empathy, realism, and insight into the human side of change—resistance, fatigue, momentum. This is not about execution but informed oversight and support, offering executives a critical ally. The Board as a Partner Transformation is the ultimate test of board effectiveness. With curiosity, shared experience, and sharp challenge, boards move from passive oversight to strategic partnership, shaping their company’s most important chapter. Remember to subscribe and never miss an episode of the Better Boards Podcast Series. It’s available on Apple, Spotify, or Google. To find out how you can participate in the Better Boards Podcast Series or for more information on Better Boards’ solutions, please email us at info@better-boards.com.

Send us a text Why boundaries, trust, and succession are critical in founder-led firms Owner-led companies often seek boards not for continuity, but for transformation. In this episode, Tina Mavraki—veteran board director with experience across finance, utilities, and natural resources—shares insights on how boards can truly add value when the founder is still at the helm. We explore how board dynamics shift when the main stakeholder is in the room, and why success hinges on understanding boundaries and succession. Boards must balance the founder’s strengths with the demands of the next phase of growth. Building trust becomes a deeply immersive process—walking the floor, understanding how the company makes money, and aligning with the founder’s rhythm. We also examine what makes an effective board member in this context: time investment, deep involvement, and an ability to coordinate tough conversations sensitively. And for companies not ready for a full board, Tina highlights how advisory boards can still deliver immense value. Three Takeaways: Let me know when you're ready for the next episode. Remember to subscribe and never miss an episode of the Better Boards Podcast Series. It’s available on Apple, Spotify, or Google. To find out how you can participate in the Better Boards Podcast Series or for more information on Better Boards’ solutions, please email us at info@better-boards.com.

Send us a text Remember to subscribe and never miss an episode of the Better Boards Podcast Series. It’s available on Apple, Spotify, or Google. To find out how you can participate in the Better Boards Podcast Series or for more information on Better Boards’ solutions, please email us at info@better-boards.com.

Send us a text How the Smartest Directors Are Using AI In this episode, we speak with Jamie Green, Co-Founder and CEO of Tutaki, the Director Workbench designed to make board directors radically more effective. Drawing on his experience at McKinsey and extensive conversations with Chairs, directors, and governance leaders, Jamie built Tutaki to help transform how board members prepare, engage, and act. With a strong foundation in strategy, governance, and AI product design, Jamie is at the forefront of a new era of “augmented directorship.” As complexity grows and time shrinks, AI is proving to be a performance accelerator, not just a support tool. In this episode of the Better Boards podcast, we speak with Jamie Green, Co-Founder and CEO of Tutaki, the Director Workbench designed to make board directors radically more effective. Drawing on his experience at McKinsey and hundreds of conversations with Chairs, directors, and governance leaders, Jamie built Tutaki to transform how board members prepare, engage, and act. With a background in strategy, governance, and AI product design, he’s leading a new era of “augmented directorship.” In this conversation, Jamie outlines how the best boards are using AI not just to cope—but to lead. Why effectiveness matters The most valuable strategic decisions happen in the boardroom. AI can dramatically enhance this by helping directors focus on what matters, enabling more trust and transparency with management. “Directors are the amplifiers, and it’s really key that their whole process works effectively to actually get the best out of it.” What’s holding boards back The main blockers? Lack of clarity on use, data privacy fears, and over-reliance. Jamie argues that these risks can be mitigated—and that the real risk is not using AI at all. “If you blanket rule, ‘you can’t use AI,’ and your competitors do, they’ll make faster, more accurate decisions—and leave you behind.” Where AI is heading Jamie outlines four phases of AI maturity in the boardroom: analysis, automation, AI-assisted directors, and eventually AI boards. While AI boards are still a few years off, the steps to get there are already unfolding. “Imagine if you had Warren Buffett sitting there analysing the financials. That’s the power of AI.” Start today Directors are already using AI to synthesise documents, explore competitor strategy, and broaden their thinking. The key is starting with clarity—ask AI to help you ask better questions. Three takeaways: “Not using AI is the riskiest option… The best directors are going to be AI-literate.” Discover how you can take the first confident steps toward AI-powered boardroom effectiveness—starting today. Remember to subscribe and never miss an episode of the Better Boards Podcast Series. It’s available on Apple, Spotify, or Google. To find out how you can participate in the Better Boards Podcast Series or for more information on Better Boards’ solutions, please email us at info@better-boards.com.

Send us a text Beyond Minutes: Reimagining the Board Secretary in the Age of AI Is today’s board secretary ready for tomorrow’s boardroom? In this episode, Moya Heyhurst returns to the Better Boards Podcast to explore how AI is reshaping not just how company secretaries work—but what their role means. A fellow of the Chartered Governance Institute with 25+ years’ experience, Moya shares insights from her work across industries and with the Centre for AI in Board Effectiveness. Board secretaries sit at the intersection of governance and transformation. This episode explores how they can lead—not lag—as expectations rise. The Role Is Changing—The Only Question Is How Secretaries must move beyond logistics to remain relevant in an AI-enabled boardroom. Not Just Automation—A Shift in Purpose AI isn’t just a tool—it’s a turning point. It can elevate how governance professionals deliver insight and value. The Strategic Partner Boards Didn’t Know They Had Great secretaries already drive board effectiveness. It’s time the role reflects that. From Admin to Governance Intelligence The board’s demand for strategic input is rising. If secretaries don’t fill the gap, others will. From Shadow Influence to Vocal Leadership Speaking up isn’t about ego—it’s about relevance. How to Get Started Three Key Takeaways Remember to subscribe and never miss an episode of the Better Boards Podcast Series. It’s available on Apple, Spotify, or Google. To find out how you can participate in the Better Boards Podcast Series or for more information on Better Boards’ solutions, please email us at info@better-boards.com.

Send us a text In this episode of the Better Boards Podcast, Professor Katja Langenbucher explores how boards can embrace AI to future-proof their decision-making. Dr. Sabine Dembkowski speaks with Katja, a law professor at Goethe-University in Frankfurt and affiliated with SciencesPo, Paris. She serves on the supervisory boards of BaFin and IEP and brings extensive boardroom and academic experience. Making Better Judgements: Why Boards Must Embrace AI AI is rapidly reshaping industries—from pharmaceuticals to finance—and boards can no longer afford to stand still. Katja outlines why boards must move past hesitation and actively integrate AI into their processes. She explains how leading organisations embed AI into strategy, what this means under the business judgment rule, and why AI should challenge—not replace—human insight. AI Isn’t a Trend—It’s Becoming a Legal Expectation AI may still seem opaque to some directors—but that view is increasingly out of step with governance expectations. In jurisdictions applying the business judgment rule, directors must demonstrate informed, reasonable decision-making. AI is becoming part of that expectation. “Very soon, you cannot claim to be well-informed without consulting an AI.” Boards have long leaned on expert input for board evaluations and strategic oversight. Going forward, AI must be part of that toolkit—or boards risk falling short of legal standards. From Coffee Chains to Capital Markets: The Real-World Power of AI Katja cites practical use cases—like how Starbucks applies AI to optimise store locations using behavioural, geographic, and competitor data. “You can use AI to identify an M&A target, spot a hostile takeover risk, or even test how markets might respond to your messaging.” Yet, she observes that AI is still rarely referenced in board evaluations or agendas, despite its ability to surface risks, run scenario models, and sharpen decision-making. The New Role of Company Secretaries Company secretaries are ideally placed to help boards adopt AI meaningfully. Katja is clear: directors don’t need to code—they need to ask better questions. “Nobody is asking directors to code—but boards must ask the right questions.” Understanding a company’s proprietary data and strategic priorities is a governance task. AI experts deliver the tools, but boards must frame the questions. Challenging Groupthink and Elevating Debate Groupthink continues to undermine board effectiveness. Katja shares a compelling example of using AI to simulate press responses—ranging from neutral to harsh—on a sensitive issue. “Seeing a mock ‘nasty article’ on the big screen challenged the entire board’s thinking.” Used this way, AI becomes a catalyst for challenge and debate, broadening the board’s perspective. AI as Induction, Humans as Interpretation AI and human judgment are not competing forces—they are complementary. AI finds patterns. Humans interpret them. “A good strategic decision is always a combination of AI and human thinking.” Board evaluation frameworks must reflect this dual approach. AI accelerates insight; humans weigh impact. Three Key Takeaways Don’t Be Late to the Party - Blend AI with Human Judgment - Use the AI That Suits Your Board -

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Send us a text In recent years, transformation skills have become increasingly important at the board level, with culture and talent rising high on the agenda. Yet, there’s still a noticeable absence of HR professionals in the boardroom. Why? In this episode of the Better Boards Podcast Series, Dr. Sabine Dembkowski speaks with Devyani P. Vaishampayan, Remco Chair and NED at Norman Broadbent Plc and Supply Chain Coordination Limited, and Independent NED on the Audit Board of ForvisMazars. Devyani is a Fellow at Chapter Zero and a Board Mentor with Critical Eye. She recently exited her AI Innovation Hub, having spent seven years advising corporates on AI, leadership, and the future of work. Before that, she was a global FTSE 30 CHRO with a 30-year career leading complex, multi-billion-dollar organisations. Devyani argues that HR leaders can earn their place at the board table by showing strong business insight—understanding financials, customer impact, and strategic goals. This may involve gaining broader experience outside HR or pursuing entrepreneurial ventures to deepen their perspective. Boards have always dealt with change, but today’s pace, especially with AI and geopolitical shifts, is unprecedented. AI adds speed to transformation and presents both opportunity and risk. Boards must understand their potential while managing risks like bias, data privacy, and employee trust. Devyani warns against overregulation and urges boards to take a more informed, proactive approach. According to Devyani, high-performing boards do three things well: Engage specialistsStay connectedLead by example,While some executives prefer boards to be hands-off, Devyani believes informed boards should act as sounding boards. Chairs can match board members with executives for mentoring, creating deeper support systems without overwhelming either side. Cross-committee conversations and subcommittees can also foster this dynamic. Top 3 Takeaways for effective boards: HR leadersBroaden your skill set.Get hands-on with AI.Subscribe to the Better Boards Podcast Series on Apple, Spotify, or Google to stay informed. Want to participate or learn more about Better Boards’ solutions? Contact us at info@better-boards.com.

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Send us a text Over the last decade, climate and sustainability have become more of a focus for boards and sub-committees. However, there is currently a lot of conflicting noise around this agenda. So, there is a lot for boards to digest around this topic, making it an opportune time to take stock of where we are and what boards should consider. In this podcast, Dr. Sabine Dembkowski, Founder and Managing Partner of Better Boards, discusses climate/energy transition with David Harris, who has worked on these topics for over 20 years. He leads sustainable finance strategic initiatives at LSEG (London Stock Exchange Group), having previously led sustainable finance for two of its divisions: FTSE Russell in its index business, and its Data and Analytics division. “20 years ago, this was regarded as quite a niche area. Today, that picture is completely different. It's one of the top issues for institutional investors.” The data backs him up. In FTSE Russell’s annual survey of global pension funds, they ask if the funds are integrating sustainability issues into their investment strategies. Among the largest and most sophisticated funds, those with over 10 billion dollars in assets under management, 86 per cent do. “Of the different sustainability themes, climate change and energy transition rank in our asset owner survey as being the very top priority.” Data from the International Energy Agency shows in 2024, annual investment into the energy sector was $3 trillion, $2 that in 2024, annual investment in the energy sector was $3 trillion, $2 trillion in clean energy, and $1 trillion in fossil fuels. In contrast, around five years ago, they were roughly on par at $1 trillion each. So, David says we are well into a substantial shift in the global economy, and boards and investors need to understand that. “I think there has been some surprise.. from boards at the level of reporting requirements coming at them.” Shifts of this magnitude come with many reporting requirements – requirements that have many boards less than thrilled. Some of the exasperation is at the newness of the requirements, and some is frustration with the scope. David feels this is a legitimate concern, as many boards find that keeping up with reporting can detract from focusing on the most material and relevant issues of running the business. “What's really important here is… sustainability standards are increasingly being set in a way which aligns them with the way companies are used to reporting on financial information.” The International Financial Reporting Standards (IFRS) Foundation has set up the International Sustainability Standards Board, which may be familiar to many listeners. It aims to get global sustainability standards set up in a way that aligns with how companies are used to reporting on financial information and in a format that’s easier for the investor community to use. The three top takeaways for effective boards from our conversation are: 1. Don't get lost in all of the reporting regulations. Cut through that and focus on the material issues and what’s right for the business. 2. Make sure you're engaging your investors, not only the sell-side analysts but also the institutional investors who sit behind them, i.e. the pension funds and sovereign wealth funds, as well as the asset managers and understand their priorities. 3. Build your expertise and lean on the resources available through Chapter Zero and similar networks.

Send us a text Employee representation is a specific requirement for German boards, but global boards can learn from Germany. More and more boards have an employee representative, mostly a director, who brings employees’ perspectives back to the board. In this podcast, Dr Sabine Dembkowski, founder and managing partner of Better Boards, discusses employee representation on the board with Gabriele Bornemann, who wants to set new standards for qualification supervisory boards with her company Management Alliance. Before that, Gabriele worked in industry and finance for over 25 years. She was responsible for investor relations, M&A, risk management, and strategy. “We do not ALL like this option to have equal representation” Gabriele outlines the concept of labour representation at the board level in Germany – a unique approach shaped by the country’s two-tier corporate governance system. Unlike the Anglo-Saxon one-tier system, where the board has direct engagement with employees, German supervisory boards are legally required to remain independent and cannot interact directly with employees. “Profitability of the company as a whole is at stake” Gabriele accepts that labour representation on the board is not without its challenges. A key example is Volkswagen, where employee representatives hold significant influence over management decisions, and their primary concern is job security and maintaining production sites in Germany – but business realities demand a shift toward new markets. If changes in sales and procurement make Germany less viable as a production hub, the company must adapt, even if it means relocating operations. With strong employee representation, these strategic shifts can become contentious, with decisions to prioritise national job security over global competitiveness. “Codetermination also has also a very positive impact on the structure of a company” Gabriele explains that the origins of codetermination in Germany are deeply rooted in history. Emerging after World War II, it was designed to safeguard labour rights in an evolving and increasingly competitive market. While it has its challenges, she knows that the system also brings clear advantages, especially in ensuring greater oversight within corporate governance structures. “It's very important that we have a strong chairman of the supervisory board” Gabriele believes that co-determination presents both opportunities and challenges. The key to making it work lies in how the different parties collaborate, the composition of the supervisory board, the role of the supervisory board's composition, and the chair's role. She advises that a strong chair is essential to balance perspectives and ensure discussions remain productive rather than divisive. The three top takeaways from our conversation are: 1. Co-determination in Germany makes sense because supervisory boards have no direct access to employees, and it is important to integrate the employee perspective into their work. 2. The weakness of codetermination is the lack of internationality in international business models. 3. A very strong supervisory board chair is important to consider the common strengths of both shareholder and employee representatives.

Send us a text The boardroom tango is where strategy meets execution, highlighting the dynamic dance between the board and executives in steering an organisation. But what does an executive have to do in order to really get the most out of non-executives? How does this dance between the two work? How can it be influenced and improved? In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, discusses the boardroom tango with Carol Ouko-Misiko, who is Group Sustainability and Risk Executive for Old Mutual Plc East Africa, she oversees 11 business units in the financial services sector, domiciled in 4 countries in East Africa. “If I had to choose, I'd rather be where the magic is happening” Carol starts by explaining that if she had to choose between executive and board member roles, she would always prefer the driver’s seat as an executive. Executives have the opportunity to take strategy and turn it into tangible outcomes, leading teams, navigating uncertainty, and shaping the future, and she believes that’s where the real impact happens. Reflecting on her early days on the board, one challenge stands out—curating information. Distilling complex information into clear, actionable insights takes effort and discipline; she initially struggled with this as an executive. “It's that delicate balance between a nose-in, hands-out approach” The relationship between the board and management is dynamic. The board actively participates in governance, approves strategy, and maintains a firm grip on its fiduciary responsibilities. This is often characterised as a "nose in, hands out" approach, with board members highly engaged in significant decisions, risk evaluation, and executive performance but must also avoid micromanaging daily operations. Their role is to govern, not to manage, placing trust in executives to execute strategy effectively. “Do we have the meeting before the meeting? I think it's necessary, but it can't replace opportunities for us to face issues without the bias” For Carol, the meeting before the meeting is something she loves and hates - they feel counterintuitive. Yet, she has come to recognise their value because they provide an opportunity to break the ice, easing difficult conversations before they take place in a formal setting. These informal discussions help build rapport, align perspectives, and create consensus, especially when sensitive topics are on the agenda. However, Carol remains cautious about their potential downsides because pre-meetings can undermine transparency, bypass formal governance protocols, and discourage open, rigorous debate if misused. If board members become too reliant on informal discussions, there is a risk that critical issues will not receive the full scrutiny they require. “You need to have a bit of thick skin and a sharp focus” Resilience and focus are essential for an executive to succeed in the boardroomFor an executive to succeed in the boardroom, resilience and focus are essential. Carol believes that executives must develop a thick skin and a sharp focus, but beyond that, they also need the ability to frame a compelling narrative. Rallying people around a vision or strategy is not just about presenting facts; it’s about storytelling. As non-executive board members are not involved in day-to-day operations, executives must articulate a clear, urgent case for action. A well-crafted narrative drives meaningful engagement and momentum. “The most valuable input that a non-exec has done has been to engage” Carol recalls reading an article outlining the roles a non-executive board member can play. In her experience, the most valuable non-executi