How should directors prepare for a board meeting?

Board meetings are typically quieter than rock concerts, but there are similarities. When Coldplay or Taylor Swift play to 70,000 baying fans, they don’t just turn up and ask if anyone’s got an amp. They and their team prepare meticulously to ensure a smooth show — and the same discipline applies to effective boards.

Every director and board will have their own ways of preparing for board meetings, but there are common patterns and pain points. Board Intelligence recently discussed these with 13 experienced chairs and non-executives, who shared their views on what effective board meeting preparation looks like, and how AI could help improve the process for all concerned.

The fundamental challenge that surfaced is that directors are time poor. They only have a few hours, once a month or perhaps once a quarter, to unpick and progress the most important issues facing the business, no matter how many or complex these are. Non-executive directors also do so without the benefit of working in the business full-time, typically spending up to half a day getting up to speed ahead of each board meeting.

Many of the key preparation tasks and pain points therefore relate to maximising directors’ time — one of the areas in which generative AI can be most helpful.

Start with three inputs: the minutes of the last meeting, the action log, and what has changed since, such as a missed target or a new risk. Reading them first shows which decisions are settled, which actions are overdue, and what’s new, so you can follow up unresolved items in the meeting rather than reopen decisions the board has already made. Some of the directors we interviewed start with the minutes and their own notes from the last meeting before they open the pack. Others keep them to hand while they read it.

Download Board Intelligence’s board meeting preparation checklist [link: checklist landing page, URL to confirm], written for directors and governance professionals, to make sure you’re covering all the bases when you prepare for your next meeting. It covers all four stages: refreshing previous decisions and actions, scanning the agenda and pack, testing the evidence and assumptions, and writing the questions you need answered.

Earlier discussions are easy to lose track of, particularly when they happened some time ago. Finding and searching the minutes, agendas, and board papers from previous meetings is harder still when they sit in shared folders or email inboxes. One director described the same problem with strategy and governing documents, which were often badly organised and out of date.

Where the material sits in one well-organised place, such as a board portal, AI set up for board papers can recap previous meetings, cross-reference other company documents, and answer the question, “When did we last discuss this, and what did we say?” Configured around what a board decides, it can go further and flag unresolved issues or relevant earlier discussions without being asked. Check each recap against the minutes before you rely on it.

ome parts of a board pack need more attention than others, so decide early where yours will go. Rate each paper on three things: how material it is, what the board is asked to do (decide, approve, or note), and how much preparation time it needs. Papers that are material and ask for a decision come first.

Several of the directors we interviewed start by skimming executive summaries to work out which papers are strategic rather than administrative, and what is expected of them. That only works when the summaries are good. Not every organisation asks contributors to write one, and the directors we spoke to said the summaries they do get are often vague or inaccurate, or make no clear ask. Some prefer to reach their own conclusions rather than read a poor summary that might bury an important issue.

A tool set up for board papers can summarise the key messages and the ask in each paper, and point to issues such as strategic risks, time-sensitive opportunities, or financial red flags that are easy to miss on a first read. Compare each summary with the paper’s own before you act on it.

There is no substitute for reading the pack properly. One director we interviewed highlighted and annotated papers as she went, then turned the implications over for a few days. She also looked at what wasn’t in the pack, and asked contributors for the missing information before the meeting.

Test each material paper on four points: the evidence (does the data support the recommendation, and where does it come from?), the assumptions (what has to be true for the plan to work?), the alternatives (what else was considered, and why was it rejected?), and the risks (what could go wrong, and how would the board know?). Turn any gap into a question or a request for more information.

Long, dense packs make that harder. The average board pack runs to 220 pages, 27% longer than in 2019. Those figures come from “The hidden cost of board reporting”, our research with the Chartered Governance Institute UK & Ireland, drawing on 996 directors, executives, and governance professionals at nearly 800 organisations. One of the directors we interviewed described authors at their own board competing to put the most data into the pack, which is one board’s experience rather than a general pattern.

Badly written papers and heavy jargon add to the load. Several directors told us that board materials often assume deep subject or industry expertise, which undermines the contribution of the non-executives who are there for an outside perspective.

AI can draft an executive summary of a paper, setting out its key points and the logic behind them. While you read, it can translate jargon into plain English and cross-reference data with other papers to show recurring themes, risks, or performance trends. Check any summary or cross-reference against the paper itself before you rely on it.

Directors in effective meetings arrive with a formed but flexible view of every topic, and questions that test inconsistencies and biases in management’s thinking. Phrasing matters. One director we interviewed talked about wording questions so they don’t invite defensiveness or grandstanding.

Group your questions under four headings: the decision (what is the board being asked to agree?), the evidence (what supports it?), the risks (what could go wrong, and for whom?), and implementation (who will deliver it, by when, and how will the board track progress?). The grouping shows where your view is still forming.

Questions are hardest to form when the reporting is weak. Where papers look backwards and inwards and skip the strategic picture, you spend your preparation filling gaps instead of testing a case, or you get so much information that the omissions are invisible.

AI can direct your attention. It can’t form your view. It can spot gaps in a paper’s rationale, such as missing stakeholders or options it doesn’t consider, and flag sections with little candour or forward focus. It can also produce a question checklist for that type of paper, which prompts further critical thinking. Edit every question it suggests before you use it.

Once you have a routine, the next question is where AI fits into it. Our guide to how high-performing directors prepare with AI sets out the seven preparation habits our research identified, and how AI can support each one.

AI helps inside limits you set first. Use it only on papers your organisation has approved for that tool, and check every summary, recap, or suggested question against the source papers before relying on it. Within those limits, it helps with four bounded tasks: recapping previous meetings, summarising each paper’s key messages and asks, explaining jargon and cross-referencing data, and suggesting questions to consider.

Generic tools such as ChatGPT or Grok sit outside those limits for most boards. They have not been set up around board papers, or around the way a board reaches a decision, because that material is confidential and contextual rather than public.

IQ Insights, previously called Insight Driver, draws on Board Intelligence’s 20 years of board advisory work with FTSE 100, Fortune 500, and OMX 30 boards. It’s built into our board portal, so directors use it on a paper in the same place they read it, and the papers stay in the portal’s secure environment. At the tap of a button, a director gets a summary of a paper or the whole pack, its key points and the asks it makes of the board, the points that need attention, such as options the paper doesn’t mention or stakeholders it leaves out, and where the director can best contribute. It can also recap past packs on the same topics. IQ Insights works only on papers held in the Board Intelligence portal, so it isn’t suited to boards that distribute papers on another platform.

Directors should prepare in four steps: refresh the previous decisions and actions, prioritise the agenda and papers, test the papers that matter, and prepare the questions the board needs answered, using AI only through approved tools and checking its output against the papers.

Before your next board or committee meeting, block time as soon as the pack arrives, and start with the minutes and action log from the last meeting.

To see what AI built for board papers does with a pack, read how IQ Insights works inside the Board Intelligence board portal.