From the outside, each board is a functional board pack are printed, tea is served, and the CEO smiles like a man whose fate has not just been sealed in the previous closed-door meeting. But behind the leather chairs and courteous nods, it is war. I experienced one such boardroom.
This boardroom wasn’t dysfunctional in the obvious ways. They ticked all the boxes: committee meetings on time, glossy annual reports, even a strategy retreat every 18 months. But once we began the interviews, the pattern emerged. The Chair and CEO were locked in a cold war. Every executive action was second-guessed. Strategy decisions? Delayed. Risk appetite? A joke. Even the CFO’s resignation was masked as “early retirement.” And when I asked, “Who decides?” the room went silent.
Let’s get this clear: titles do not equate to power. Influence does. And influence, in the boardroom, flows to the one who controls three things:
a) the information narrative,
b) informal alliances, and
c) the agenda-setting mechanism.
"It turns out, real power lies in agenda engineering, who decides what gets discussed, and what gets quietly buried under “matters arising.”
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n that case, the Board Chair had been on the board for over 12 years, long enough to play kingmaker for three CEOs. He set the tone for evaluations, had a private rapport with regulators, and chaired both the nominations and governance committees, allowing him to tilt the field before the game even started. He weaponized the board evaluation process, subtly pushing for “leadership refresh” while the CEO was still trying to fix a broken supply chain. The CEO? Smart. Visionary. But new. Still in the phase of “seeking alignment.”
I diagnosed the problem the way a good doctor approaches a strange fever, not by prescribing antibiotics straight away, but by tracing the full story. Who talks the most in meetings? Who gets called “just to touch base” before the agenda goes out? Who’s always quoted in the minutes?
It turns out, real power lies in agenda engineering, who decides what gets discussed, and what gets quietly buried under “matters arising.”
In the above case, once our recommendations were implemented, thanks to regulatory pressure, committee charters were restructured and board leadership roles rotated, and dynamics shifted. I facilitated a practical board simulation, assigning invisible roles during a mock crisis. Only then did board members realize how silent power had skewed their judgment.
Many CEOs and even directors think the boardroom is governed by formal authority. Wrong. It’s governed by perceived credibility and political skill. The most dangerous boardroom is not the one that argues loudly. It’s the one where power is invisible.
At your next board strategy session, introduce a “power audit.” Ask each director to anonymously score:
a) who they think is most influential,
b) who frames the agenda, and
c) whose views are rarely challenged.
You will be stunned by the patterns. And remember, if the boardroom feels too quiet, it doesn’t mean harmony. It might mean people have picked their battles and lost.
