
Tool 11
Enhancing the Board’s Role as Strategic Advisor
Unlock the board’s strategic value by balancing oversight with guidance on issues within management’s authority.
2025 Blue Ribbon Commission Report
The final key step in the 2025 Blue Ribbon Commission Report on Building a High-Trust Board-CEO Relationship is Leverage Trust for Strategic Impact, with guidance on maximizing the board's strategic value and strengthening the CEO's confidence in the board.
A strong foundation of trust, reinforced through consistent behaviors and board processes and practices, can unlock the board’s full potential. The board can become a strategic advisor to the CEO, enabling better company performance but also improving its ability to fulfill fiduciary duties. This trust-based relationship benefits both sides: Directors feel more engaged and gather more context, and management gains valuable input to navigate evolving challenges.
The board plays three primary roles: decision-maker, oversight body, and strategic advisor. The first two involve legal obligations, stock exchange listing standards, state corporate law (including fiduciary duties), and shareholder expectations. A Commissioner referred to the third role, strategic advisor, as the board’s “magic.”
Not all boards are positioned to fulfill this role, and many operate effectively without ever tapping into their strategic value to the management team. But when trust is high, CEOs are more inclined to seek the board's insight on critical decisions. Both directors and CEOs interviewed agreed that when boards step into this role, the collaboration can significantly enhance decision quality and outcomes. Capitalizing on the investments that directors and the CEO have made in their mutual relationship, boards can reap returns that extend beyond those individual roles—to the advantage of the company.
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