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Meghan Day
Principal Solution Designer

Should AI have a say in board decisions? 5 takeaways that might change your mind

April 22, 2025
0 min read
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AI is no longer a futuristic concept — it’s reshaping how businesses operate and how decisions are made at the highest levels. From streamlining operations to surfacing real-time insights, artificial intelligence is rapidly becoming indispensable in the corporate world.

But as AI grows more capable, a deeper question emerges: How far should boards go in trusting AI with strategic decision-making?

Should AI simply support human judgment, or could it one day play a more central role in governance itself? The ethical, practical and leadership implications are enormous — and urgent.

To explore this evolving landscape, Diligent and Board Agenda convened a panel of experts to discuss the role of AI in the boardroom. Their conversation revealed both exciting opportunities and important guardrails every director should consider.

The panel featured:

Below, we highlight just five of the many things we learned from their discussion. You can watch the full webinar here.

1) You don’t need to be an AI expert… but you do need to be curious

AI is a daunting topic. It comprises many different technologies from pattern recognition and machine learning to GenAI and deep neural networks, each with different capabilities, limitations, and applications. The good news, says Prakash, is that “this thing is so new that everyone is learning; it’s a level playing field.”

He advises directors and executives to:

“Just be curious to hear and explore what is happening in the world and use these tools in your personal life.”

That curiosity will be amply exercised in following the AI race between various technology foundations that are launching new models. However, the more important aspect, says Prakash, is to look at these developments through the lens of what they mean for your business. Directors need to be aware of the wider market but not distracted by it. Sagoo agrees that directors need to be aware of trends in the AI marketplace and those that affect their specific industry, asking what the business needs to do to stay ahead.

On the subject of director expertise, Diligent’s Meghan Day advises: “Like any nascent issue for the board […] you need to ensure a level of AI literacy. You won’t necessarily have an AI expert on the board, so that might mean investing in some training on the general understanding of AI, ethical considerations and the regulatory environment.”

2) Don’t run before you can walk: get infrastructure in place first

Directors must first look close to home and ensure they have the right technology foundations in place before they start designing AI business strategy. Sagoo advises:

“It is really important to make sure that you have the right infrastructure in your business. Has your company got a data strategy? Does it have a digitalisation strategy?”

These are the pillars of successful AI deployment. Without clean, accurate data, AI will deliver incorrect or biased results which represent a risk to the business – especially if used to support boardroom decision-making. Prakash agrees that this is a key point. Training AI models using proprietary company data that sits in disparate siloes in structured and unstructured formats is far more difficult than training a GenAI model on publicly accessible internet data with large amounts of compute power. Without addressing the problem of data accuracy, integrity, and availability first, the board will not be able to leverage AI power in decision-making.

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3) AI should support, not replace, human decision-making

In light of the present limitations of AI and the business data it is trained on, human oversight is essential. Day advises boards to use AI for what it is skilled at, such as summarising board meeting materials and identifying inconsistencies in documentation. “You still need human judgement and ethical reasoning,” she adds. “That’s what board members should be bringing to the meeting – a level of scrutiny that should exist anyway – but you should be getting your own insights and doing your own research, and you can use AI to help with that.”

Sagoo agrees, noting that when you are confident that you have high-quality data, AI can analyse it with pace, depth, and objectivity, allowing directors to challenge the management team during board meetings and make more effective decisions.

On the other hand, directors who get drawn into deep AI-powered business data analysis must avoid overreaching into the role of the management team. Day is concerned that having a board member query data accuracy and the conclusions drawn by the management team during a meeting could be very disruptive and, although it may lead to more fruitful discussion, it could be a painful experience for executives.

However, Sagoo believes data tells only part of the story, and the management team should be prepared to provide the context around it: “We still need the nuances from management with understanding of the wider picture that data doesn’t provide.”

4) Trust and risk management are pillars of AI adoption

Issues of hallucinations and bias are well-known and have eroded trust between humans and AI. Prakash sees AI agents as valuable team members who, like any other team member, have benefits and flaws. In the case of Generative AI, for example, its benefit is that it has no expertise barriers, but its flaw is that it makes up ‘best guess’ answers when it doesn’t know them. As a result, it requires expert human oversight for the use cases in which it is deployed. Prakash believes this means human provenance and judgement will become even more important.

It is also important to remember that we are living in an era when seeing and hearing no longer mean believing. AI deepfakes, bias, and hallucinations introduce a new set of corporate risks and ethical issues, including fraud, that boards must acquaint themselves with.

5) Use AI to "see around corners a different way"

The panel predicts that AI will change boardroom dynamics and the role of Company Secretaries, with automation lifting much of the administrative burden of minute-taking and agenda management. Sagoo believes that “the boardroom will be more entertaining, with difficult conversations and a lot of challenges” but that this will settle as the technology becomes embedded into organisational and boardroom culture.

Day sees huge potential in AI for scenario planning and running what-if ideas. “It will allow the board to see around corners in a different way. If that starts to happen and boards get a new level of foresight, it could be very powerful.”

Prakash is excited about the prospect of virtual board team mates that are experts in areas of interest to the company: “It could make exploring new markets less risky.” He also imagines the potential of bringing back iconic business mavens, saying: “Steve Jobs could come back if we train an agent on everything about him, it could come pretty close to behaving as he would have. As a technologist, I think we are living in an exciting era where the future is full of possibilities!”

Discover how Diligent can streamline your board workflows and enhance decision-making with AI-powered insights. Learn more here.

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