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    AI: a satisfying elixir, a fizzy diversion, or something else?

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    This is the first of three articles to be posted on consecutive Fridays through July. Read on to learn about PwC's research(*) on board work and director contributions, and how boards intent on governing with impact might respond to identified gaps.

    Much has been made about artificial intelligence in recent times; familiarity growing to such an extent that ‘AI’ has become ubiquitous, a word in and of itself. Expectations are sky high, that is clear. But what of competency, application, and, crucially, return on investment and beneficial outcomes?

    Over the past 12–18 months, almost every speaking invitation I have received, and every request to curate a capability-building workshop or provide advice, has included, in some way, an expectation that I’d comment on AI in the boardroom. Whether expressed as AI governance, AI powered board decisions, the AI director, or some other variant, folk seem to be rushing, headlong to embrace AI.

    That this is happening is self-evident: just look at social media feeds and newsletters from directors’ institutions. But board directors are not lemmings: they need to think critically about their work (which is, to provide effective steerage and guidance—govern with impact) and their duty to take the company into the future, not run headlong into whatever might be around the corner. 

    PwC's research suggests that, while AI is top of mind in most boardrooms and expectations are very high, some major gaps are starting to become apparent. For example:

    • Currency gap: Over one third of directors surveyed (38%) say they lack adequate education on AI developments, and nearly half (43%) say their top concern is keeping up with the pace of change. 
    • Impact gap: Only 12 per cent of CEOs say they have successfully reduced costs and increased revenues as a result of AI deployments; over half (55%) have seen no progress on cost reduction or revenue increase (including 13 per cent who have seen costs increase with no revenue impact).

    These gaps, and others, have the potential become chasms, unless directors come to terms with the changing environment and boards respond well. Fortunately, directors (individually and collectively) are not devoid of options:

    • Continuing education: If directors are to maintain relevance, they need to detect and critically assess emerging trends, cultural shifts and market preferences.  For this, directors need to commit time to read widely, attend briefings from a range of sources, and ponder options. Five to ten hours per week is not unreasonable. 
    • Purpose and strategy: Many corporate strategies are strategic in name alone; they are more accurately either fluffy vision statements without substance, or detailed plans without a clear sense of direction. In high change environments (especially), directors need to insist on strategic reviews twice or three times per year, to check the continued relevance of previously agreed strategic priorities and projects, and make adjustments if needed. This is not planning, nor is it management. It is reviewing overall direction and pathway, given what lies ahead. Clarity on purpose and strategy will enable the executive to empower teams to explore options to expedite approved strategy, and reject projects that have no direct linkage to the advancement of strategic goals.
    • Frequency of meetings: In high-change environments, a lot can change between board meetings. Directors should consider meeting more frequently during periods of high change, or to oversee a strategically important project. But caution is needed, to avoid real-time dashboards and reporting feeds; the board's job is to govern not manage!
    • Capability and expertise: Boards need to ensure they have the right sort of expertise available, to understand risks and opportunities, and make informed decisions. Annual governance assessments, conducted by a credible third party, is recommended. The findings will help identify capability and expertise gaps, especially in relation to critical thinking, deep sector knowledge, technical expertise, and behaviours necessary to provide effective steerage and guidance in a turbulent environment.

    From all I have read to date (which is a lot), AI tools promise material benefits to companies wanting to gain operating efficiencies and improve customer service. However, emerging evidence suggests AI is not a silver bullet. If directors are to add value, they need to be both informed and vigilant: A useful starting point is to check if (and if so how) any proposal might expedite progress towards the company's purpose and strategy. 



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    Decimal currency...an example of coping with change

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    Fifty-nine years ago, on 10 July 1967, New Zealand adopted decimal currency. The then Finance Minister, Robert Muldoon, championed the change from pounds, shillings and pence, to dollars and cents. Many older people struggled to make the change. After all, they had had a lifetime of operating within a completely different paradigm. But now, almost six decades on, we take decimal currency for granted. What changed?

    Some people seem to embrace change well, others tend to be much more comfortable with the status quo. Some openly resist change. Society is, by definition, dynamic. Therefore, change is normal and natural. And the way we react/respond to change can have a significant bearing on our quality of life. Time is a factor too. 

    Companies, as are microcosms of society, are not  immune to change either. The emergence of new technologies (think: decarbonisation, AI), expectations expressed by shareholders and stakeholder and activist groups), and competitors, not to mention geopolitical changes and natural disasters, have the potential to completely upend a once-high performing business.

    How do you and the board you serve on cope with change?

    As a board director, are you a pioneer, on the vanguard, championing change initiatives? Or, are you one back, happily embracing changes that others define? Perhaps you are more ambivalent, simply accommodating change when it comes? Or, do you tend to be resistive, because keeping safe and protecting inherent value is more important to you?

    In practice, these mindsets are, to a greater or lesser extent, present at every board meeting. Sanguine-types, who tend to be enthusiastic about new options; driver-types are all about the outcome; guardians, who tend to be detail-oriented and strive to protect what is in place; and, phlegmatics, who want to know everyone is agreeable before moving on.

    That there are differing mindsets is a good thing, for it helps consider change from different perspectives. No board director needs to ‘cope’ alone. But, as with the adoption of decimal currency, the decision itself is not the greatest challenge: after the decision the board needs to  ensure the desired outcome and associated benefits are realised in practice. And that is what differentiates a great board from the rest. Such is boardcraft.

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    Is what you see what it is?

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    I have been based in Johannesburg this week, working with boards and directors in both South Africa and neighbouring countries. What has struck me is their entrepreneurial spirit: their ambition to realise the full potential of the companies they govern. That most are looking beyond compliance-based orthodoxy, for clues to help them get ahead, has been refreshing.

    While conversations have been wide-ranging—from board structures and compositions, to enquiries about the Strategic Governance Framework, corporate governance codes, board pack designs and board meeting frequency—one topic has stood out: artificial intelligence.

    On AI, everyone wants in it seems, but not necessarily to deploy AI tools and agents directly in the boardroom (although some are). Instead, having heard of my involvement with AI since 1984 (I studied the topic and built an ‘engine’ at university), they wanted to hear my perspective on several macro issues—especially how companies might gain, and possibly even sustain, competitive advantage.

    My responses to directors have been fairly candid:

    • Maintain an open mind.
    • Technical advances are racing along. What was bleeding edge yesterday, may well be mainstream soon, or even passé.
    • Don’t try to become an expert—learn to ask great questions of experts.
    • Ensure projects that incorporate AI tools are tested against corporate strategy for alignment. A good question to ask is something like, “How will this project advance our strategic ambitions?”
    • The business case to secure efficiencies and improve effectiveness within business operations, and in the preparation of board reports and administration of board materials, is fairly strong.
    • Encourage staff to try stuff, but in your capacity as a director, be vigilant. Ensure the outputs produced by the AI tools (agents) being trialled are reliable and consistent before committing capital. If reliability is questionable, the likelihood of the board making high-quality decisions is low.
    • Judgement, reasoning and intuition remain, exclusively, human capabilities.
    • Any policies developed need to be policies, not procedures dressed as policy.
    • Be cautious of inflated claims and overzealous consultants and sales people!

    The appeal is great, but so is the hype, so keep Wittgenstein’s aphorism close:

    From it seeming to me—or to everyone—to be so, it doesn’t follow that it is so.

    These are my thoughts, this week. As I listen, read, and learn, I may change my mind. How do you see the so-called ‘AI-opportunity’ emerging?

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    Preparing for board meetings: how?

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    The ways board directors prepare for board meetings is changing. Gone are the days when most directors simply turn up for the meeting, open the supplied packs and rely on their instinct as they sit through presentations by management (read: work it out on the fly). Most directors these days are well-intentioned, having diligently read papers before the meeting (having received them via a portal tool, PDF stack or thick package of printed materials). Some of these directors augment their reading with additional enquiries, in an effort to fill in blanks or formulate suitable questions to ask during the meeting. Though a small coterie still rely on their instinct to listen carefully and discern in real-time (read: work it out on the fly, during the board meeting), the world is moving on, and rapidly so. The emergence of AI assistants is proving a boon for smart directors: they are embracing a new generation of tools to enhance their preparation—on the basis that better preparation is an antecedent of better decisions
    Preparation takes time, of course, and many directors say,  "It'd be fine if I had the time." My response is curt: "Given the duties you owe, and the importance of governing with impact, what else might be more important than preparing well?"
    In the spirit of collegial learning, how useful are Shekshnia and Yakubovich's insights, and how are you using AI to augment your board meeting preparations (if at all)? Please comment below.
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    Are we prepared to govern AI?

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    Guest blog: Dr. Cletus Kadzirange (GBS Oxford University, United Kingdom)
    By now, almost everyone has heard that artificial intelligence is revolutionising the commercial world. In addition to creating customer insights and automating procedures, it offers advice on hiring, pricing, and medical diagnosis. Around board tables, the atmosphere is frequently positive—AI is quick, intelligent, and full of potential. 
    While boards are positive about possibilities, are they prepared to govern AI?
    This is a governance question, not a technological one. The most progressive boards are starting to realise that monitoring AI requires far more than a digital strategy, because AI has the potential to affect reputation, social license, compliance, ethics, brand, and more besides. Questions boards should consider centre on accountability, transparency and long-term risk management:
    • Who is at fault when AI fails? This is a question of accountability. Apple's credit card algorithm made headlines in 2021, when it was revealed it gave women much lower credit limits than men with comparable financial backgrounds. Apple blamed its banking partner, Goldman Sachs. Regardless of who is at fault, boards cannot afford to wash their hands. Instead, they need to lean in, consider who is responsible for the performance and outputs of the AI systems and satisfy themselves everything is OK. Before systems behave in unpredicted ways (and they will), boards should check escalation processes and remedial procedures. Accountability is not about assigning blame, but about having foresight, to not only minimise the possibility of unintended outcomes but also respond well. The best companies embed clear accountability lines and practices during the design and implementation of AI systems, to facilitate good governance responses downstream.
    • Is it possible to see inside the black box? This is a question of transparency. Understanding AI's conclusions can be a challenge, even for the people who designed and trained the system! However, businesses that cannot explain the workings of their AI systems are coming under great pressure from consumers and authorities who want greater openness. Consider COMPAS, the system used by US courts to determine recidivism risk when sentencing criminals. Investigative journals discovered the system was skewed against black defendants. When challenged, the corporation that built the system refused to reveal the inner workings, citing trade secrets. Predictably, public disapproval and general suspicion rose sharply. The lesson here is that transparency is a reputational issue as much as a technological one. Boards should ensure management understands how AI systems work, and that credible non-technical explanations are available if required.
    • Are we ready for the new wave of regulation? This is a question of long-term risk. Regulation of AI is advancing rapidly. The Artificial Intelligence Act, which was ratified by the EU in March 2024, established stringent requirements for high-risk systems. A Presidential Executive Order signed in October 2023 moved the US in a similar direction. Provisions such as these expose businesses that cannot exhibit moral AI practices to the risk of fines, legal action and, even, system usage prohibitions. Boards can get ahead of the regulatory curve by regularly reviewing their AI policies against current and proposed regulations, and by calling for reports to confirm that systems are fair in use. 
    AI is no longer a back-office technology. Already, it has emerged as an important enabler, influencing operational, strategic and reputational performance. Consequently, boards that ignore AI as someone else's problem may be blindsided. Boards need to ask questions to ensure AI literacy is adequate, risks have been well-assessed and that governance practices are fit-for-purpose. This is not a matter of dreading the unknown: it is about providing effective steerage and guidance.
    Has your board discussed AI governance in a genuine, systematic way yet? It not, it might be time to get started.
    About Dr. Cletus Kadzirange:
    Cletus is a pracademic in corporate governance and company law who consults, trains and writes on various aspects of corporate law, directors' duties and governance. His specific expertise lies in implementing forward-thinking governance frameworks and sustainable practices that foster long-term value and ethical stewardship.

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    What lies ahead, in 2025?

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    I had the good fortune to catch-up with a dear friend and professional associate yesterday; someone I have not had the chance to interact with for nearly nine months.
    Tony and I chatted about all manner of things: his new barn (read: man cave and office); our exploits with Rosa (read: 1951 MG Y-type); geopolitics; ChatGPT; and more besides. What was fascinating was that we both found ourselves chatting as if the last time we spoke was yesterday. ​Before we knew it, some 75 minutes had passed by. ​My father told me that this is a good thing; a sign of true friendship.
    One aspect of our conversation that piqued my attention was Tony’s investigations around artificial intelligence and board reports—or, more specifically, his application of large language model tools to discern and make sense of board reports. The rapid progress over the past twelve months is a sight to behold. Tony summarised his experiments and findings. Did you know that if you feed ChatGPT a set of board papers and ask it to summarise the key points, including nuances and appropriate questions to ask in a board meeting, the likelihood of the responses being both insightful and relevant is high? You can also use it to discern whether directors have read and understood the board papers! I have been a sceptic about the application of AI tools for some time but, on the strength of what was outlined, I’m ready to believe ChatGPT (or Claude, or other) can be a real boon for directors struggling to make sense of large data sets. While context eludes ChatGPT (and all other LLMs), and meaning and reasoning too, the direction and pace of travel seems to be reasonable. Certainly, progress is rapid.
    I went to bed after our call pondering a plethora of options, including whether board directors might be supplanted by machinery in future. Of this, I am doubtful. But where LLMs could be quite valuable is to distinguish between lights in the distance: those that are sunlight at the of the tunnel, and those that are a train heading towards me at great speed.
    And so, with 2025 underway, is your board ready for what lies ahead? Can it, for example, confidently distinguish between [sun]light at the end of the tunnel and a train headlight? Has it carefully considered options having read widely, invoked various tools including AI tools and debated options; or, does it remain reliant on what management feeds up in the board report? To rely on management reports as the sole source of ‘truth’ is not smart; it never has been.
    PS: this is Rosa:
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