Eighty percent of directors admit their boards spend more time on historical results than future priorities. This is a major governance problem and opportunity. Boards that redirect even a third of their time toward forward-looking dialogue can make much sharper strategic decisions.
The board’s job is to ensure the company delivers value over the long term. This means testing strategic plans and asking hard questions about tomorrow’s risks. That mission becomes impossible when meetings are dominated by backward-looking reviews, cluttered slide decks no one needs to sit through and updates directors could have read in advance (often designed to reassure rather than stimulate meaningful debate).
So how do boards break this cycle? By using this three-step framework that turns meeting time into a spark for sharper decisions and stronger governance.
Step 1: Unique pre-meeting packet. Board meeting effectiveness begins long before directors enter the room. In my work coaching CEOs of private and multigenerational family companies, I encourage them to start preparing the three sections of the pre-meeting packet two weeks before the meeting. That way, directors get the final packet one week in advance and arrive ready for strategic discussion.
- CEO/strategy. The CEO summarizes the company’s top three challenges requiring board perspective, strategic moves they’re weighing and questions for the board. This material could include market trends, competitive shifts or regulatory developments affecting the company. This helps keep the discussion future-focused rather than operational. Include space for a “board member notes and questions” section. This triggers board members to jot down their key thoughts and questions on the CEO/strategy section. If a board member misses a meeting, they can email those answers in advance so their input is part of the discussion.
- Updates. Ask each member of your executive leadership team (ELT) to identify the most vital developments in their area since the last board meeting. Be sure this includes your heads of legal and compliance for regulatory or governance updates. Which of these items need the board’s awareness, but not its input or a discussion? Each ELT member summarizes these updates in one paragraph or brief list of bullet points in the pre-board packet, saving valuable meeting time. Finally, summarize decisions from the last meeting and status of any action items to create accountability.
- Financials. Include the most relevant KPIs, leading indicators, industry benchmarks and financial statements since the last board meeting. Have the CFO give a brief analysis of the key drivers behind trends and variance to forecasts in each major financial statement. This analysis should note what is a recurring issue that needs tackling versus something unlikely to repeat.
Step 2: Future-focused agenda. As Peter Drucker said, “The question that faces the strategic decision maker is not ‘what his organization should do tomorrow.’ It is, ‘What do we have to do today to be ready for an uncertain tomorrow?'”
How you structure the agenda affects whether directors spend time rehashing last quarter’s numbers or shaping the company’s direction. As a director and member of a private-company governance committee, I recommend these five agenda sections for a great meeting:
- Housekeeping (1-3% of time). Approve routine matters not requiring discussion.
- Mission moment (3-5% of time). Set the tone by reconnecting directors to the company’s North Star. Spend a few minutes sharing a recent story of someone living out our mission. An employee or customer might tell this story.
- CEO/strategy (75% of time). Enable robust dialogue around the CEO/strategy part of the pre-meeting packet (challenges, strategic moves, questions). The discussion could include dynamic market, competitor or regulatory changes. Directors should arrive with their notes and questions from the packet for optimal discussion. Rotate in strategic deep dives with relevant executives such as those leading the “three T’s” (tech, talent and threats). Ensure forward-looking questions frame discussions with the CTO on technology, CHRO on talent and chief legal/risk officers on emerging risks.
- Financials (8-12% of time). Have the CFO lead a brief discussion on material financial variances or concerns flagged in the pre-read.
- Closed session (8-12% of time). End with a closed director session to discuss CEO performance and support needs, takeaways from the meeting and action steps.
Step 3: Mastering the strategic dialogue. Great boards don’t act like they have all the answers. They do excel at asking the right questions to help uncover them. Like a seasoned executive coach guiding a CEO, skillful directors ask tough questions that respectfully test management assumptions without imposing their own answers. This helps them keep their noses in and their fingers out.
In my experience, these types of questions on five example board topics generate the highest-impact, most-forward-looking strategic dialogue.
Strategy
- For these strategic options you’re weighing, how have we validated our assumptions around attractiveness (e.g. addressable markets, demographic trends, competitive landscapes, barriers)?
- If this strategic direction fails, what are the top three most likely reasons why?
- What can we do now to lower those odds?
- What are the biggest warning signs to monitor?
- What action steps will we take if those emerge?
- Are there any noncore elements (products, customers, markets) we should consider rationalizing?
Technology
- How confident are we that our technology use cases will strengthen our competitive advantages?
- What evidence do we have that our technology strategy aligns with our values and will build workforce loyalty rather than fear?
- How have we tested our board’s AI risk management framework to protect against hallucinations, IP loss and ethics violations?
Talent
- Why do we believe our mission and values are embedded in our recruiting, development and daily decisions?
- What gives us confidence our talent strategy is attracting loyal leaders who can execute our vision?
- What is the succession plan for the current CEO’s eventual retirement, even if that is eight to 10 years away?
- What would have to come true for this succession plan to fail?
Threats
- What are our most significant cyber vulnerabilities and how do they threaten our strategic objectives?
- If our cyber risk controls and incident response plans fail, what will be the likeliest culprit?
- How are we thinking strategically about our approach to mitigating legal risks?
- What are the worst realistic outcomes in cyber, legal and compliance? Can we survive them?
Capital Allocation
- How do our capital allocation options compare on risk-adjusted returns on capital versus cost of capital?
- How would our top five M&A targets fit our strategy and strengthen our moat?
- How would each impact our long-term returns?
- What changes in customer preferences or technological shifts could hurt returns on the deal?
- Who are our savviest competitors and how would they respond?
- If we fall short of our strategic goals due to pursuing these capital allocation options, why would that happen?
Boards that ask these questions help mold strategies that keep the company competitive and values-driven in a changing world.
The most effective directors don’t show up to meetings to check the box. Instead, they help design and elevate them. Start by rethinking your board’s time and questions, and you’ll transform the conversation from reviewing results to influencing future decisions. This will strengthen governance and ensure a better future for the next generation of leaders.