The Better Boards Podcast Series

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Boards say ethics matter, but many still lack a firm approach to ethical issues. Learn what works in today’s volatile environment to bring ethical judgment to business decisions, strategy, risk, and performance conversations. 
In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, is joined by Vera Cherepanova. Vera serves as chair, director, and ethics advisor to global professional bodies, corporations, and international nonprofits. She brings more than two decades of practical experience across risk, compliance, and internal audit. She is the Executive Director of Boards of the Future, a US-based nonprofit advancing ethical leadership and integrity at the highest levels of corporate power. She writes and speaks about business ethics, risk, economics, and philosophy. Her insights have been featured in the Financial Times, Wall Street Journal, Law360, City AM, The Banker, Thomson Reuters, and multiple governance magazines.
“Boards and companies still treat ethics or integrity primarily as a personal virtue.“
Vera sees companies and boards operating as if ethics is a character trait one either has or lacks. However, the real question is not whether leaders are nice, kind, or personally sincere, but whether they understand the ethical obligations created by the power and discretion their roles give them on the board or in executive leadership. 
“Ethics got absorbed into compliance and instrumentalised as a mechanism.”
To Vera, framing ethics as a mechanism does it a big disservice. It reduces the philosophical and strategic capability to the legal defence function. Ethics in business is not a substitute for regulation or a regulatory intervention. It has a complementary role, because the law will never be sufficient, and enforcement will never be perfect. 
“How do we make sure that the ethical reasoning and the ethical judgment happens before something goes bust?”
For Vera, the key element is “before,” and boards need to be ahead of the action, not reacting to the crisis. For directors, this means being intentional, consistent, comprehensive, and coherent when dealing with ethical trade-offs. 
Governance mechanisms alone do not eliminate competing stakeholder interests or trade-offs. Instead, they structure the process so trade-offs are surfaced, negotiated, confronted, and solved. To Vera, a best practice is to designate an outside expert or existing board member as the point person for ethics so issues surface and are managed ahead of a scandal or crisis.
“FOFO, the fear of finding out, gets in the way of asking good questions.”
In Vera’s experience, asking good, probing, discerning questions is one of the most underappreciated skills in governance. Too often, boards avoid certain questions or settle for rehearsed, sanitised answers. They don’t want to appear difficult or like they are slowing down the business. However, appropriate ethical curiosity requires both courage and a willingness to notice when an explanation doesn’t add up. 
The three top takeaways from our conversation for more effective boards are:
1.      Ethics in business is a practice and discipline that comes as a bundle with the director's role. It's not just a personal virtue.
2.     Collegiality is nice, but constructive abrasion is a prerequisite for effective oversight as it just does not happen when everyone is in full agreement. 
3.     Instead of the scary formulation of ‘This is unethical, how can we make it otherwise?’ try ‘How can we make this 10% more ethical?’ When you present the problem as black and white, people get scared of the word unethical. Try something more gradual and less intimidating, and you'll see conversations become better. 
Better Boards goes beyond box‑ticking. We bring together chairs, directors and governance leaders who want board effectiveness grounded in independent research and external benchmarks. Our proprietary, peer‑reviewed methodology shows how your board truly compares across all dimensions of effective boards.
If you would like to join the community, experience our research‑based approach to board evaluations, explore ways to work with us, or share ideas for The Better Boards Podcast, we would be glad to hear from you at info@better-boards.com.

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A board career as a young, independent director? It is possible, even without executive experience. Learn what works to earn appointments, how to structure a portfolio of positions, and key lessons for ongoing success. 
In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, is joined by Katia Ciesielska. Katia is an independent non-executive director and corporate governance adviser based in Luxembourg. Over the last eight years, she has built a diverse and substantial cross-border portfolio. A former corporate and funds lawyer, she brings legal, compliance and commercial judgement to the boardroom. Katia is an INSEAD- and ILA-certified director, serves on the board of the Luxembourg Institute of Governance (ILA), and contributes to its working groups. A speaker, trainer, and mentor, she has been named three times to the annual Paperjam’s Top 100 Women on Boards.
“My route into the board was not the obvious one.“
Katia joined her first board at 37, just 10 years after university. She chose to leave her corporate and financial law career after being exposed to the world of independent directors and wishing to work on complex issues for different companies. To break in without a long executive career, she took a different approach. 
“There wasn't one moment where all the entry barriers suddenly disappeared, so I overcame them gradually.”
For Katia, several steps added up to success. She learned to explain how her legal background benefited boards. She got and remains active in the governance community. She joined multiple professional associations, sought out mentors, and became a speaker and educator. This let people see her project work in action, revealed her judgment and thought processes, and helped her grow her network. With these small, consistent steps, she drew closer to her first mandate.
“At the same time, I was also very practical about my search.”
Katia proactively approached relevant firms and executive search groups to share her interest in open seats and what mandates appealed to her. She invested in becoming a certified director as well as other executive education courses. One year after finishing her first certification program, she had her first seat.
“Once opportunities start coming in, it can be very tempting to say yes to everything.
Initially, capacity was a major constraint, yet she also feared missing out. Now, she considers her portfolio to ensure she has time, interest, no conflicts, and can truly give the role the attention it deserves. She balances 15 – 20 mandates, including regulated mandates, up to the full limit permitted by her regulators. 
“There are quite a few things I would do differently.”
Looking back, Katia reflects that patience is particularly important. When she started, she didn't fully understand the time it takes to build trust, develop a reputation, and form the relationships that lead to appointments. She also feels she said yes too often early on without considering fit, relied on hard work to pave her way instead of clearly communicating what she wanted, and worried about being underqualified instead of trusting she had something to contribute. 
The three top takeaways from our conversation for effective boards are:
1.      The first mandate is the hardest. Once opportunities arrive, design your portfolio carefully and protect your reputation by saying no when necessary.
2.     Being excellent in your profession is not the same as being ready for the boardroom. Broaden your perspective beyond your specialist expertise.
3.     A board career is a long game. Consistent, proactive steps matter more than occasional bursts of activity.
Better Boards goes beyond box‑ticking. We bring together chairs, directors and governance leaders who want board effectiveness grounded in independent research and external benchmarks. Our proprietary, peer‑reviewed methodology shows how your board truly compares across all dimensions of effective boards.
If you would like to join the community, experience our research‑based approach to board evaluations, explore ways to work with us, or share ideas for The Better Boards Podcast, we would be glad to hear from you at info@better-boards.com.

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Is understanding the human performance of boards the missing dimension in board effectiveness? Drawing on insights from human factors research, this podcast discusses how communication, leadership, authority, cognitive bias, and group dynamics influence the quality of board decisions, and what directors can do differently.
In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner, is joined by Simon Laffin. Simon has over 35 years of board experience as a chair, non-executive director, and adviser. He has chaired Care REIT plc, Assura plc, Flybe Group plc, and Hozelock Group. He served as a non-executive director of companies including Dentsu Group Inc., Aegis Group plc, Mitchells & Butlers plc, and Northern Rock plc, where he joined the board as part of the rescue team following the run on the bank.
“We ask the wrong questions about failure.“
When a failure occurs, Simon notes a rush to point fingers or change the rules. However, to achieve better results, human factors must be changed. This means investments and coaching around an organisation’s human capabilities, limitations, performance, and behaviour, particularly behaviour under stress. 
“When I've looked at company failures over the last few hundred years, two things come out very strongly.”
To Simon, there are two key factors. One is leadership. Boards yearn for an ideal leader, but leadership is a situational quality that depends heavily on the team around the leader. The second factor is overconfidence. Successful companies can cross the line from justified confidence to arrogance, which fosters complacency and leads boards to miss warning signs, resulting in failure or scandal.
“We are not saying you should blame people for that. We're saying that is how humans work.”
When failures happen, boards want a scapegoat, or to blame a person vs the framework that enabled the seeds of failure to flourish. Instead, by giving more time and space to understanding human behaviour patterns, boards can develop resilience and resistance to instinctive patterns and biases. For example, Simon advocates rigorous 360-degree feedback systems and pre-mortems for risky scenarios to bring uncomfortable issues to the forefront. This helps boards catch gaps and guard against overconfidence.
“When you do a board evaluation, boards should be thinking about their own decisions.”
In Simon’s experience and studies, too few boards reflect on their own decision-making processes. When things go well, and especially when things go badly, improvement only happens when boards understand the human behaviours that led to the adoption of a certain strategy or the tolerance of a red flag. He advocates for zero tolerance for ethics violations or conflicts of interest, careful examination of incentive structures, and moving risk assessments from the back of the business case to the forefront of the discussion. 
The three top takeaways from our conversation for effective boards are:
1.      Governance tells us who should make decisions and how the board should operate, but human factors explain how those decisions are actually made. 
2.     Better boards don't eliminate uncertainty, risk, and human error, but they understand and manage them. 
3.     The next evolution in board effectiveness will come from combining good governance with a better understanding of human performance.
Better Boards goes beyond box‑ticking. We bring together chairs, directors and governance leaders who want board effectiveness grounded in independent research and external benchmarks. Our proprietary, peer‑reviewed methodology shows how your board truly compares across all dimensions of effective boards.
If you would like to join the community, experience our research‑based approach to board evaluations, explore ways to work with us, or share ideas for The Better Boards Podcast, we would be glad to hear from you at info@better-boards.com.

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Cybersecurity is a top risk for organisations, yet many boards feel poorly informed. At the same time, executive teams feel they are reporting into a void. The reasons behind this ongoing disconnect bear close examination. 
In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner of Better Boards, is joined by Dr Maya Bundt. Maya is a board Director and cyber risk expert based in Zurich. She serves as a Non-Executive Director on the boards of listed Swiss companies and is President of the Steering Committee for Switzerland’s National Cyber Strategy. She also co-leads the International Cybersecurity Board Reporting Study and Framework, teaches cybersecurity, and serves on the boards of several universities.
“It’s a cold handshake.“
For Maya, a warm handshake happens when cyber is on the board meeting agenda. The CISO (or other IT representative) comes to talk with the board. The board hears, understands, and can actively discuss the cyber issues and cyber risks. That’s what warmth means. 
 Unfortunately, most often it’s a cold handshake. When Maya’s group interviewed 67 board members across three countries in 2025, only 31% believed they received the right information to assess risks and make informed decisions. The 2026 survey results are trending even lower, with only 23% comfortable with their data. 
 “Boards and management speak a different language.”
 To Maya, a big part of the problem is structural. There is no standard format for a good cyber report or for what board members should see. Without that infrastructure in place, directors feel uneasy.
“There has to be someone on the board who knows a little bit more and can drive the discussion a little bit further than the basics.”
Maya strongly believes that a best practice for boards is to have someone on the board who can lead cybersecurity discussions from an informed position. After all, boards are expected to be experts in other critical areas like finance, so why not cybersecurity as well? It’s a real gap, and therefore a real opportunity for many firms to build a competitive advantage.
 Maya also recommends that organisations do regular training with their boards. Outside speakers and presentations are helpful. Crisis simulations can also help clarify roles, responsibilities, and responses needed, keeping board members current on governance procedures and realistic risk scenarios.
“A good report starts with the risk and risk appetite.”
Beyond training, the structure of the reports matters for boards. Maya feels a good report starts with risk levels and risk appetites. This should also be put in context of world events, the industry, and the firm’s position. Budget, key regulations, operational frameworks, the present-day situation, and a forward outlook are also recommended for a good report.
Between training and reports, boards should also work to build a strong relationship with their CISO or cyber risk team lead. A 10-minute presentation during a meeting is not enough time to build the trust and rapport needed to shepherd an organisation safely through cyber risk. Boards must make an effort to build a two-way, plain-language conversation grounded in trust to keep things aligned and ensure warm handshakes at meetings and during any crisis events.
The three top takeaways from our conversation for effective boards are:
1.      A warm handshake has two halves: governance and reporting. 
2.     The problem is universal, and it is not about budget. 
3.     Warming the handshake is a leadership task for the board, not something to delegate to the technology function.
Better Boards goes beyond box‑ticking. We bring together chairs, directors and governance leaders who want board effectiveness grounded in independent research and external benchmarks. Our proprietary, peer‑reviewed methodology shows how your board truly compares across all dimensions of effective boards.
If you would like to join the community, experience our research‑based approach to board evaluations, explore ways to work with us, or share ideas for The Better Boards Podcast, we would be glad to hear from you at info@better-boards.com.

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Rapid global change has created an unprecedented landscape. Many Boards have fallen into a reactive mode. A new research report from FGS Global highlights the challenges and offers insights to help boards govern with confidence again. 
In this podcast, Dr Sabine Dembkowski, Founder and Managing Partner, is joined by Dorothy Burwell. Dorothy is Global Head of Board Advisory at FGS Global, a board director herself at Post Holdings and Pennon PLC, and co-author of A Hard Job Getting Harder: The Board's Role in a Rewired World. Drawing on interviews with board directors and General Counsels in North America, the UK, and Europe, Dorothy brings both the data and lived experience to this conversation. What she found is sobering and actionable.
“It is impossible to govern when you are flying blind.“
One of the most striking points in the new research is that more than 50% of Boards receive no real-time data updates between meetings. This creates practical challenges for Boards in terms of both intelligence and credibility. Management will not take recommendations from an out-of-date Board seriously, nor can Boards react well using stale information. As a result, smart Boards are building adaptive capacity to obtain fresher data and insights without sacrificing the deep expertise and judgment of experienced members.
“When you have to put everything together in a pretty, pretty bow and wrap it up for the board meeting, it's disruptive.”
Board members are often advised “nose out, fingers out” when it comes to operations. Management teams can find it intrusive to need to pull up to deliver reports and data packets to the Board, especially in a time-sensitive crisis. However, the best Boards blend rigorous accountability with psychological safety to have authentic discussions of business challenges and needs. These conversations and data sharing happen between and around formal meetings, so that Boards can have more meaningful official sessions and offer more impactful support in crisis scenarios.
“Our biggest job is to help management prioritise.”
For Dorothy, the most important duty of a Board is to make it easier for management to identify and respond to risk and change with the right levels of urgency and prioritisation. To do this, she recommends a 2x2 decision matrix modelled from emergency medicine’s best practices.
In this matrix, Boards look at issues across two dimensions. The first asks if the change is evolutionary or revolutionary. Evolutionary change is sustained and gradual, while revolutionary change is disruptive and destructive. The second dimension asks if the change or issue is uniform or fragmented. This considers whether there will be equal impact or whether selected areas will be more intensely impacted.
Once Boards understand where the issue falls in the matrix, they can work out the tangible ways to support management. For example, does a geopolitical risk require an adjustment of protocol over time, or an immediate halt to in-market activities? This approach clarifies conversations and nourishes ongoing transparency about priorities and impact
The three top takeaways from our conversation for effective boardss are:
1.      The power of the question is no longer enough. You need continual dialogue to build trust and relationships as the foundation of meaningful governance.
2.     If your decision architecture within your Board is not clear and well-practised or does not enable you to rapidly prioritise between issues, it’s time to have a rethink.
3.     Don’t be afraid to question whether you need to unlearn some of your assumptions and build new ones based on experiences rooted in the current environment.
Better Boards goes beyond box‑ticking. We bring together chairs, directors and governance leaders who want board effectiveness grounded in independent research and external benchmarks. Our proprietary, peer‑reviewed methodology shows how your board truly compares across all dimensions of effective boards.
If you would like to join the community, experience our research‑based approach to board evaluations, explore ways to work with us, or share ideas for The Better Boards Podcast, we would be glad to hear from you at info@better-boards.com.