Culture, governance-driven performance and boardroom renewal, with Didier Cossin, Governance Expert, IMD

In this episode:

"Strategy used to be a plan. There are very few organisations that are stable enough now to have that five-year plan in a meaningful way." 

This week's guest on the Boardroom Confidential podcast, powered by Sherpany, is Didier Cossin, Chaired Professor of Governance and Finance at IMD Business School and Founder Director of the IMD Global Board Center.  

Didier shares the boardroom stories and insights that have shaped his career, including facilitating a two-day board retreat that transformed a company's strategy and its board dynamics, bringing a disruptive board member's perspective into focus. 

He shares his view that AI and geopolitics have made board renewal an urgent priority, and why cybersecurity has moved from a committee-level concern to a full board matter. In Didier’s view, it is governance that will drive performance in a less-certain world. 

One of the world's leading authorities on corporate governance, Didier has worked with sovereign wealth funds, major pension funds, and organisations across the globe to improve board effectiveness, design, and dynamics.  

He is the author of “High Performance Boards”, serves as Chairman at PNYX Group, and is President of The Stewardship Institute. 

Boardroom Confidential is brought to you by Sherpany, a leading meeting management solution, designed to meet the unique needs of the board, board committee, and executive meetings.  

Chapters:

(00:00) Introduction  

(03:01) The AI Cyber Risk 

(07:21) Where Boards Fall Short 

(15:50) The Retreat That Changed Everything 

(18:11) Humility In The Boardroom 

Key Takeaways 

Why cybersecurity and geopolitics are now full board matters 

(04:15) 

Didier Cossin:
The cybersecurity risk — with new AI models and the testing that has happened there — and of course the fantastic capabilities now in cyber breaches from sophisticated AI models. I think that's typical of something that used to be a committee discussion and is becoming a board discussion. 

Board ownership of risks is still weak today, meaning that people want to delegate to a committee, but more and more that doesn't work. Geopolitics, cyber — these prominent risks, and by the way, the two are linked — are actually board matters. And like all board work, it works through learning about it, developing the competencies, having the right natural competencies and bringing that to key decisions. 

When boards submit to management's blind spots  

(07:45) 

Didier Cossin: 
Strategy used to be a plan. But there are very few organisations that are stable enough now to have that five-year plan in a meaningful way. There is a dimension of strategy that is culture, agility, and resilience — and that combines well with risk thinking. 

Simply asking ourselves: have we identified the key risks? Do we have a strategy that is meaningful, or are we submitting as a board to the blind spots of our management? 

The relationship between board and management is also essential. I need to watch for the CFO's discomfort, for the CEO's relationship to the chair. Who supervises the chair-CEO relationship? That relationship of trust is absolutely central. 

Governance as a driver of performance 

(11:19) 

Didier Cossin: 
We will need better governance in organisations because it is a major driver of performance. In a world that is less rules-based, we will need governance of the organisation to be strong. 

The third dimension we all see — and should be aware of — is the rise of conflicts of interest, the rise of corruption, the rise of a lack of integrity across systems. This is a threat to the performance of organisations.

The retreat that transformed a board — and a company 

(15:50) 

Didier Cossin: 
I worked with a Finnish board where one of the board members, coming from Germany, was seen by the other board members as highly disruptive. The style was very confrontational — things tend to be more consensual in Finland. The chair organised a strategy retreat. It was not really a strategy retreat. It was figuring out these dynamics — but he called it a strategy retreat. 

He started the retreat by establishing the rules of the game, the culture of the board. The German board member stood up and said: "I know this is about me and we should talk directly about it." I thought the retreat was starting poorly. But after two days of discussion, they agreed. She agreed that there was a board culture she needed to be respectful of. And the day after, the other board members told me: "We think she has a point, actually. We were not hearing her point because of the behaviour — but we think she has a point." 

They realised they were in a dead end from the strategy side and needed to revisit the whole thing. That company transformed its strategy and went on to become highly successful and iconic. Investing in board dynamics is essential. 

What I would tell myself before my first board meeting 

(18:11) 

Emily Sheffield:
 If you could go back to your first board meeting, what would you tell yourself? 

Didier Cossin: 
At the time, I was quite sophisticated — educated by five Nobel Prize winners in economics, with a PhD from Harvard. And still, at the time, I felt it was just complex to truly understand. 

Having that awareness is very useful. Just having the awareness that the world — even the organisation — is too complex for us to fully understand. And having the humility to take that into consideration while contributing positively. 

As board members, we are successful individuals. We thrive on our ego — which is a force. It is important to have that confidence. But combining that with a certain humility, I think, is essential in today's world.