Challenge in the Boardroom | The Silent Governance Risk

The Silent Governance Risk

Challenge in the boardroom is one of the most critical behaviours a director needs to master — yet it’s often the least visible and most elusive. In too many boardrooms, silence is mistaken for consensus, deference replaces debate, and the pressure to conform outweighs the courage to question. The result? Groupthink, poor decisions, and missed risks that governance frameworks alone can’t prevent.

In our breakout session at the CGIUKI 2025 Annual Conference, moderated by Genius Boards CEO Sharon Constançon, panellists Samira Chambas-Yusuf (Diageo) and Anthony Corriette (BBC Studios) shared powerful stories, practical tools, and hard-earned insights into why boardroom challenge falters and how governance professionals can begin to fix it.

Where Challenge Breaks Down

Creating space for challenge in the boardroom means equipping directors with behavioural tools, not just technical knowledge.

Despite best intentions, many boards fall into the trap of appearing aligned while critical voices go unheard. As Samira reminded us:

“Silence doesn’t mean agreement — it often means disengagement.”

The breakdown of challenge is rarely dramatic. More often, it happens quietly — through subtle behaviours that erode trust and flatten debate:

Power dynamics: Dominant chairs or informal alliances can quietly suppress differing views. As Anthony noted, “If you’ve got a WhatsApp group of three directors setting the tone before the meeting, you’re already undermining collective decision-making.”
Filibustering: Long-winded or ego-driven directors can derail the agenda, wear down dissent, and sap the energy of the room.
Many of the issues that stifle challenge in the boardroom stem from unclear expectations, poor chairing, and unbalanced dynamics.
Lack of preparation: Without clear expectations or induction, new directors often don’t know how or when to challenge appropriately — and fear being perceived as confrontational.
Tokenistic diversity: Diversity is only powerful when paired with inclusion and active listening. Boards must be trained to receive diverse perspectives, not just recruit them.

“If you’ve got a WhatsApp group of three directors setting the tone before the meeting, you’re already undermining collective decision-making.” Anthony Corriette, Company Secretary, BBC Studios

From Politeness to Participation: How to Embed Challenge

Fixing challenge requires more than compliance checklists — it depends on embedding behavioural skills into governance culture. Challenge in the boardroom thrives when contribution, listening, and shared accountability take precedence over conflict.

Here are key strategies our panel explored:

Induction and Coaching

Board training must include the how of challenge. Newer directors often need space to find their voice; seasoned ones may need reminders to make space. Coaching — informal and structured — is key.

Samira shared how first-time directors often feel unsure whether they’re allowed to challenge:

“They’ve been told they’re there for their experience — but not how to use it.”

Role of the Chair

The chair sets the tone — not just for the meeting, but for the culture. As Anthony emphasised, chairs must be conductors, not soloists.

“Good chairs make space for all voices,” he said, “especially when the opinions are inconvenient.”

Chairs who model curiosity, surface dissent without defensiveness, and check in after meetings lay the foundation for robust governance.

Structure Enables Safety

Structure isn’t just operational — it’s cultural. When directors know the format, the flow, and the expectations, they’re more likely to engage. Our panellists recommended:

Time-limited contributions to prevent dominance
Pre-meeting briefings to align on key decisions
Post-meeting debriefs to address behaviours and feedback
Clear agendas to support focused and inclusive discussion

“Company Secretaries are the conscience of the board. They see everything and say little — but must act when challenge disappears.”Sharon Constançon, CEO, Genius Boards

The Company Secretary as Cultural Catalyst

Perhaps the most under-acknowledged enabler of challenge is the Company Secretary. Often operating behind the scenes, they are uniquely positioned to observe, interpret, and influence the culture of the board.

As Sharon explained:

“Company Secretaries are the conscience of the board. They see everything and say little — but must act when challenge disappears.”

Whether it’s flagging silent directors to the Chair, helping NEDs frame difficult questions, or ensuring board evaluations include a behavioural lens, the CoSec is the quiet architect of boardroom trust and effectiveness.

Anthony reinforced this with a powerful reminder:

“If the Company Secretary is excluded from the real conversations, you’ve already lost objectivity.”

“Don’t wait for a crisis — build the habit of challenge when the stakes are low.”Samira Chambas-Yusuf, Senior Assistant Company Secretary, Diageo

What Happens When Challenge in the Boardroom Is Missing?

Without challenge, boards risk groupthink. When directors don’t feel safe — or simply aren’t encouraged — to question, disagree, or offer alternative views, decisions become shallow and unchecked.

Boards that fail to embed healthy challenge don’t just risk inefficiency — they risk irrelevance. Without open debate and diversity of thought, boards are prone to:

Overlooking emerging risks
Reinforcing inequity
Drifting into executive capture
Failing to innovate
Losing the confidence of stakeholders

And when things go wrong, the signs were usually there — just never voiced.

Without room for constructive tension, boards slide into performative consensus — and risk the very groupthink they aim to prevent.

Learn how subtle dynamics and silence in decision-making can lead to governance blind spots in our article Groupthink in Decision Making

Challenge Is a Governance Muscle

At its core, challenge is not about confrontation — it’s about meaningful contribution to better decisions. It’s a governance muscle that must be flexed often, coached regularly, and supported through structure and culture.

Boards that get it right:

Develop confident, capable directors
Handle difficult decisions with clarity
Surface problems early
Make space for all voices — especially the quiet ones
Build resilience and collective intelligence

Build Boards That Dare to Challenge

Boards that foster constructive challenge don’t just improve decisions — they future-proof their governance. By investing in behavioural training, strong chairing, and a culture of psychological safety, organisations create space for better questions, better leadership, and ultimately, better outcomes. Challenge isn’t a disruption — it’s a director’s duty.

Key Takeaways

Challenge in the boardroom must be coached and practised, not assumed.
Silence is not agreement — it may signal discomfort or exclusion.
Dominant behaviours (like filibustering) must be addressed, often outside the boardroom.
Structural tools like timed agenda slots, pre-meeting calls, and post-meeting debriefs support inclusive discussion.
The Chair and Company Secretary play pivotal roles in enabling or eroding psychological safety.

Watch the Full Breakout Session Replay

Encouraging Challenge in the Boardroom – Insights & Takeaways

How can governance professionals create space for challenge, navigate difficult board dynamics, and foster psychological safety at board level?

Catch up on this powerful breakout session from CGIUKI 2025, featuring seasoned Company Secretaries from BBC Studios and Diageo, and discover practical ways to strengthen boardroom culture from the inside out.