Governance for Rebels: Rethinking What Really Matters in the Boardroom

Governance for Rebels: Rethinking What Really Matters in the Boardroom

Insights by Gerry Lynch, Director at Govn365

I recently had the pleasure of co-hosting a thought-provoking webinar with Canadian governance thinker Matt Fullbrook, provocatively titled Governance for Rebels. We challenged a few long-standing assumptions and shared refreshingly practical insights for directors and boards who want to govern better—without necessarily doing more.

The Governance–Performance Myth

Let’s start with a big one: the myth that strong governance directly leads to strong organisational performance. Matt made the point that while there are thousands of articles claiming this connection, there’s no clear, proven link. Instead, he argued that the relationship between the board and the executive team is far more influential.

This echoes the research of Dr Denis Mowbray on the concept of The Third Team—the idea that the most effective governance happens when the board and executive team are aligned and trust one another. When that trust is strong, the good decisions made in the boardroom are far more likely to translate into good execution in the business.

Believing the governance–performance myth can distract boards from where their influence truly lies: in building trust and alignment with executives, rather than chasing governance checklists.

A Better Definition of Governance

Matt offered a simple yet powerful reframe: “Governance is creating the conditions for better decisions to be made.” It’s a useful, pragmatic lens—shifting the focus from rules and compliance to clarity, alignment, and decision quality.

Moving Beyond the Skills Matrix

Many boards use a skills matrix to assess their collective capability. But as Matt pointed out, these often become static, box-ticking exercises. Instead, he suggested boards take time to ask: “What does a great director look like?”

Instead, qualities like these offer a more dynamic measure of governance capability:

• Carefully listening to other perspectives
• Willingness to change one’s mind when presented with better reasoning
• Courage to challenge conventional wisdom

These traits often say more about a director’s value than a list of formal competencies ever could.

Psychological Safety & Trust

Matt made a helpful distinction between psychological safety (group-level) and trust (individual-level). While we often hear that trust takes a long time to build and can be lost in seconds, he challenged that myth, noting that trust can begin to form in just a few minutes—if we make the time.

He illustrated this using a version of The 36 Questions That Lead to Love, choosing one question from each of the three sets and having two strangers discuss them for five minutes. The outcome? A surprising and authentic connection.

Trust is critical not only among directors and with the chair, but also in the relationship between the board and the executive team. It’s the foundation for open dialogue and honest challenge.

The Chair as Host, Not Conductor

Another metaphor Matt used that really stuck with me was the idea of the chair being more like a dinner host than a conductor. While a conductor holds hierarchical authority and directs the group with precision, a dinner host:

• Sets the menu (agenda)
• Creates the environment for good conversation
• Understands individual needs and preferences
• Helps people get to know one another
• Shapes the tone without dominating

This subtle shift can transform the boardroom from a place of performance into one of purposeful dialogue. It invites greater contribution and co-creation, rather than reinforcing hierarchy.

Don’t Underestimate Energy and Environment

Matt raised some unusual—but surprisingly practical—factors for effective governance:

• Energy matters. Something as simple as offering coffee can change the tone of a meeting.
• Physical flexibility. The ability to move furniture, create small groups, or adapt the setup can foster better engagement and thinking.

Boards often overlook these basic environmental cues that organisations pay close attention to. Why not bring those same practices into the boardroom?

Use Multiple Mediums

Finally, don’t default to a single medium. Some directors will engage more deeply through reading, others through audio, video, or in-person dialogue. Great governance design respects that diversity.

Back-Channels in the Boardroom

Not everything that matters happens on the agenda. Informal “back-channels”—coffee chats, side conversations, and off-the-record exchanges—can often be where real alignment is forged.

Matt referenced a compelling article from Harvard Business Review titled “Back-Channels in the Boardroom”, which explores how informal relationships and communications—those that happen outside formal meetings—can significantly influence board effectiveness.

While formal processes are essential, it’s often these off-agenda conversations and personal connections that help smooth over tensions, clarify positions, and build alignment. They allow for more nuanced, candid exchanges than the formal board setting often allows.

Rather than resisting these informal dynamics, boards should recognise them as part of a healthy governance culture—provided they’re transparent and inclusive rather than exclusive or political.

Rebels Welcome

For directors looking to evolve their practice, Governance for Rebels offers a permission slip to think differently. It’s not about breaking the rules—it’s about creating better conditions for high-quality decisions, relationships, and ultimately, outcomes.

If you’re a board member or chair who wants to challenge the status quo, start with one powerful question:

What would great governance feel like—emotionally, relationally, experientially—not just look like—around our table?