Across the Board
Why Strong Board-CEO Relationships Matter More Than Ever
Board effectiveness heavily depends on resisting the temptation to blur the roles of directors and executives
“The fastest way for a CEO to lose a board is to curate reality. Directors can handle disappointing results, strategic pivots and difficult trade-offs. What they struggle to forgive is surprise. In an environment defined by geopolitical uncertainty, AI disruption, workforce transformation and heightened stakeholder scrutiny, the most effective board/CEO relationships are not built on harmony. They’re built on candor, disciplined challenge, and a shared understanding of where governance ends and management begins. Too often, organizations create tension by confusing oversight with management. Boards become tempted to solve operational problems. CEOs become tempted to manage the board’s perception rather than share the full picture. Both impulses weaken governance.” DIRECTORS & BOARDS
How the Best Boards Make Better Decisions
Board effectiveness increasingly depends on how directors structure their time, challenge assumptions, and improve judgment
“Board effectiveness is being tested and defined in real time. AI, geopolitics, activism, sustainability, CEO succession, board refreshment, and stakeholder scrutiny are more interconnected, faster moving, and more visible than ever before. Yet, many board operating models, built for a more linear environment, have not kept pace with that change…. Strong boards treat time management as a governance choice. Financial results, operating updates, committee reports, compliance, and risk dashboards all matter. But when they dominate the meeting, the board’s role narrows from judgment to review, leaving even a technically informed board strategically underprepared.” HARVARD LAW SCHOOL FORUM ON CORPORATE GOVERNANCE
The Road to 2030 Starts Now
Emerging risks around AI, global conflict, and accountability offer an early preview
“What brought us here will not take us there. That’s a fitting phrase for chairs and board directors to consider as they plan for the future. The phrase is especially true when the ‘there’ is uncharted territory…. Epistemic loss and flattening caused by everyone using the same AI tools are already resetting the context in which businesses operate, build brands and narratives as well as message their stakeholders. Research is building on the harmful cognitive offloading and atrophy and reduced critical thinking caused by LLMs, which have been criticized as ‘stochastic parrots,’ and the rapid uptake of generative AI tools.” CORPORATE COMPLIANCE INSIGHTS
Big AI Bets Drive the M&A Boom
Blockbuster deals pushed global M&A to a record first half, underscoring the strategic premium on AI
“Blockbuster artificial-intelligence deals and a rush to lock down transactions in the U.S. powered global merger-and-acquisition volume to more than $3 trillion in the first half of 2026, even as the total number of deals receded…. The surge has been driven by megadeals, or those valued at more than $10 billion, which collectively accounted for 42% of all dealmaking volume. There were also a record-high six ‘gigadeals,’… valued at more than $50 billion…. The market is dominated right now by large companies that can use their strong balance sheets to back major deals. That isn’t happening for smaller and mid-sized companies, whose management teams are more sensitive to macroeconomic volatility, high interest rates and geopolitical uncertainty…." WALL STREET JOURNAL
Big Tech Changes Its Tune on AI and Jobs
As public skepticism grows, technology leaders are rethinking how they talk about AI's effect on employment
“A year ago, the message from many business leaders was that AI was going to wipe out jobs. For the past month or so, tech CEOs have been striking a more optimistic tone. In late May, OpenAI Chief Executive Sam Altman—who has long predicted that AI will lead to seismic shifts in the workforce—said during a conference, ‘We’ve been roughly right on technological predictions and pretty wrong on the social and economic implications.’…. Is the sunnier outlook a move to win back customers and the public who are souring on AI’s world-upending promise? Or is the role of AI in the workplace now just better understood? Some comments about AI’s potential to create jobs are coming amid layoffs intended to funnel more money to AI spending.” WALL STREET JOURNAL
Turning Cyber Data into Board Insight
AI is helping organizations turn cybersecurity data into decision-ready information for directors and executives
“Cyber risk has risen from an operational concern to an existential business risk. Ransomware attacks have shut down companies outright. Regulatory frameworks, including DORA, NIS2, and SEC disclosure rules, now hold boards directly accountable for risk and compliance posture. The stakes have never been higher, yet the tools used to communicate cybersecurity health remain fundamentally misaligned with the audiences that need to act on them. Just as revenue and expense data flows across every level of an organization, cybersecurity risk intelligence must reach operations, management, and governance audiences, calibrated to each. The message appropriate for a security operations team is not the message appropriate for a board of directors." IDC
Activist Investors' Campaigns Hit Global Record, With More on the Way
Activist investors launched 184 new campaigns globally in the first and second quarters, up 20% in a year
“Activist shareholder groups have launched a record-high number of campaigns against companies this year, driven by a mix of heightened activity in Asia, a friendlier regulatory environment for mergers and acquisitions, and more campaigns targeting financial firms. Activist investors launched 184 new campaigns globally in the first and second quarters, up 20% in a year and nearly 40% above the five-year average for that period, according to Lazard. The uptick also reflected a growing number of campaigns featuring demands around how companies are using artificial intelligence, the investment bank said in a report on Wednesday." BARRONS
Activism's Ripple Effect
When one company comes under pressure, competitors often change course before activists ever come knocking
“When one company is under fire, its competitors may fear that they’re next. Their managers may respond by cutting costs, changing strategies or making public promises even before an activist investor shows up at their door…. Consider what happened after a small activist investor, which owned only a 0.02% stake in Exxon Mobil, successfully pushed the company in 2021 to take its climate commitments more seriously. Many of its oil industry rivals, including Chevron, set more ambitious goals for lowering their carbon emissions soon after. Something similar happened in tech. In 2022, activist investor Altimeter Capital targeted Meta, the company that owns Facebook, Instagram and WhatsApp, claiming it was hiring too many employees and investing too heavily in the metaverse, an immersive online technology." THE CONVERSATION
Who's Really Casting the Votes?
The same incentives that make proxy advice indispensable may also weaken independent oversight
“There has never been more interest in restraining proxy advisors. President Trump has issued an executive order devoted to ‘protecting American investors’ from them. Elon Musk has called them ‘corporate terrorists.’ Two House committees are investigating them. The SEC has adopted two sweeping, and entirely conflicting, regulatory regimes, now subject to clashing rulings from three circuit courts. Texas has passed a law that could expose proxy advisors to a wave of lawsuits, and at least thirteen other states have proposed similar legislation…. Institutional investors vote on consequential questions: who sits on the board, whether executive pay is excessive, whether a merger should proceed. They must do so across tens of thousands of proposals each season. But the incentive structure of shareholder voting systematically discourages informed participation. An investor who becomes informed bears concentrated costs, while the benefits of any individual vote are diffuse, probabilistic, and shared pro rata with everyone else. The predictable result is free-riding and underinvestment in monitoring.” HARVARD LAW SCHOOL FORUM ON CORPORATE GOVERNANCE
Opinion: SpaceX’s Super-voting Shares Put a Decades-Old Governance Debate Back in Play
The effectiveness of dual-class shares depends on context, not dogma
“The recent high-profile IPO of SpaceX, which famously utilizes dual-class shares to give Elon Musk nearly 85% control, has reignited debate over dual-class shares themselves, and whether they hurt or help shareholders. Some of the most revered and successful business builders have dual-class share structures at their companies, from Michael Dell at Dell to Warren Buffett at Berkshire Hathaway to Sergey Brin and Larry Page at Alphabet; yet to say that dual-class shares are unloved within so-called good governance circles, would be an understatement. Few governance structures elicit such scorn from governance theorists.” FORTUNE
