Driving Governance Transformation and Board Innovation
This event features Edo de Vette, a governance expert and former corporate secretary in the Netherlands,
sharing his insights on the evolving role of the corporate secretary.
Drawing on his extensive experience and interviews with board members, Edo outlined three distinct phases of governance and the corresponding shifts in the corporate secretary’s responsibilities. He discussed moving from a focus on regulation and formalisation to becoming a “board innovator” who enhances board meetings through unconventional methods, and finally to a “showrunner” leveraging communication strategies inspired by marketing and television to improve board engagement and decision-making. Edo illustrates his concepts with practical examples and emphasises the importance of understanding board dynamics and incorporating diverse perspectives.
1. What were the initial “burning questions” that led to Edo de Vette’s research into governance?
Edo de Vette, after leaving his corporate life as a corporate secretary, found himself with critical questions stemming from his experiences. These “burning questions” were primarily: What constitutes good governance within an organisation? How can a board optimise its decision-making processes to ensure good and transparent outcomes? And, from a personal perspective, how can a corporate secretary create more impact and value for the board they serve?
2. What are the three phases of governance that Edo de Vette identified in his experience as a corporate secretary between 2000 and 2016?
Edo’s governance framework comprises three phases. The first, dominant until 2014, focused on regulation and formalisation. In this phase, the corporate secretary’s role was akin to a board assistant, ensuring structural integrity through agendas, minutes, and solid foundations. The second phase, around the time of the European financial crisis (2014-2015 onwards), saw a shift towards compliance, with increased focus on risk procedures and in-control statements, requiring the corporate secretary to reinvent their role beyond basic assistance. The final phase, emerging around 2020, driven by factors like the pandemic and societal distrust, moved towards the behaviour of board members themselves, emphasising good conduct and transparent decision-making.
3. How did the concept of “board innovation” emerge and what does it entail for the role of the corporate secretary?
During the second phase, as boards faced complex problems and sought broader insights, Edo recognised the need to “reinvent” the corporate secretary role beyond traditional administrative duties. This led to the concept of “board innovation,” which involves the unconventional use of ICT and other tools to help the board solve everyday problems uniquely. A “board innovator,” alongside classical board assistance, aims to create “magical moments” in board meetings that support decision-making processes.
4. What is the significance of Daniel Kahneman’s work on the “experiencing self” versus the “remembering self” in the context of board governance?
Inspired by Nobel laureate Daniel Kahneman’s research, Edo highlighted the distinction between the immediate experience and the memory of that experience. Kahneman’s work showed that the “remembering self” often prioritises the peak and the end of an experience over the total duration. Applying this to governance, Edo suggests that corporate secretaries should not only focus on the quality of board meetings (the “experiencing self”) but also on creating positive “peak-end” moments and touchpoints to influence the board members’ memory of the experience, as remembrance is a strong predictor of future engagement and positive association with governance processes.
5. What is “binge governance” and what principles from “binge marketing” inspired this concept?
“Binge governance,” inspired by Caroline Posma’s “binge marketing” concept (itself drawing from the addictiveness of binge-watching Netflix series), refers to an unconventional approach using multiple communication channel strategies to present governance content as a compelling, ongoing series rather than isolated events. The core principles adopted include: thinking of board meetings as interconnected episodes in a series, ensuring each meeting (episode) is unique and engaging in its presentation (text, image, sound), and aiming to get the board “addicted” to the content so they are eager for the next “episode” to facilitate informed decision-making.
6. According to “binge governance,” what are the key elements to consider when creating valuable governance content?
Creating “binge-worthy” governance content involves several key elements inspired by television production: defining the “governance brand” by identifying core values (the “plot summary”); understanding the “audience” (board members) by learning their preferences and pain points; identifying the “main characters” (often managers and directors who hold key information); creating an engaging “decor” or atmosphere for meetings; and employing “hyper-personalisation” by tailoring the message, timing, and channels of communication (moving from a single channel, predominantly written content, to a multi-channel approach including videos and live presentations).
7. Why does Edo emphasise the use of video in “binge governance”?
Edo considers video to be “king” in the context of “binge governance.” He found that short, personal videos from managers explaining issues or proposals added a valuable and engaging dimension to traditional written board materials. This combination of detailed written content supplemented by concise, personal video updates resonated well with board members, providing a more dynamic and memorable way to absorb information.
8. How did Edo’s role as a corporate secretary evolve through the three phases, culminating in the idea of a “showrunner”?
Edo’s role evolved significantly over time. Initially, as a “board assistant,” the focus was on regulatory compliance and administrative efficiency. The second phase saw him become a “board innovator,” proactively using new tools and techniques to enhance board meetings and decision-making. In the final phase, with the shift towards board behaviour and stakeholder trust, his role transformed further into that of a “showrunner of the board.” This analogy to Netflix producers implies a more strategic and guiding role, encompassing the creation of the “plot” (core values), casting the “characters” (information providers), directing the “episodes” (board meetings), and ensuring the overall narrative of good governance is compelling and effective. This evolution required skills beyond traditional administration, including critical thinking, open-mindedness, and creativity.
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Carolynn Chalmers is the Chief Executive Officer of Professor Mervyn King’s Good Governance Academy and its initiative, The ESG Exchange. She has edited two international standards: ISO 37000:2021 – Governance of organizations – Guidance and its associated Governance Maturity Model, ISO 37004:2023.
Carolynn makes corporate dreams come true, assisting leaders and leadership teams in how to create value for their organisations. She makes use of her expertise and experience in corporate governance, organizational strategy, Digital Transformation, and IT to do so.
Carolynn is an Independent Committee Member of South Africa’s largest private Pension Fund, the Eskom Pension and Provident Fund, and recently retired as Independent Committee member of several board committees for the Government Employee Medical Scheme. Carolynn has extensive management, assurance and governance experience and has held various Executive roles for international, listed, private and public organisations across many industries.
Carolynn is best known for her successes in establishing governance frameworks, and designing and the leading large, complex initiatives that can result. She attributes this success to the application of good governance principles. She shares her insights on her 2 LinkedIn Groups – Applying King IV and Corporate Governance Institute.
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