The Boardroom Path

Sainty Hird & Partners

Welcome to The Boardroom Path, the essential podcast for aspiring and newly appointed Non-Executive Directors navigating the journey from executive leadership to the boardroom. Hosted by Ralph Grayson, partner at Sainty Hird & Partners, each episode offers insightful conversations with industry leaders, seasoned board directors, and governance experts. Our guests share practical strategies, valuable perspectives, and actionable advice on how to effectively transition into board roles, maximise your impact, and build a rewarding NED career.

  1. 10h ago

    Shefaly Yogendra on Boardroom Decision Making under Uncertainty

    Can a board certify judgement, or does judgement only show up under pressure? In this episode of The Boardroom Path, host Ralph Grayson speaks with Dr Shefaly Yogendra, board director, decision-making researcher and author of Uncharted Spaces: Reset the Agenda. Reimagine the Boardroom, about how boards decide when precedent runs out. Shefaly argues that most boards were designed for a world that no longer exists, that certification gives a novice a baseline but cannot produce boardroom behaviour, and that long experience turns into a liability the moment it is treated as a monolith rather than a set of relevant parts. The timing matters. A survey of 104 US public company directors found 82% had used generative AI in their board work in the past six months, while only 6% reported a formal policy for board use, according to Corporate Board Member and the Diligent Institute. Shefaly's warning about everyone querying the same tool the same way, and losing the edges of cognitive diversity, lands squarely in that gap. The conversation also covers messy meetings, board cadence, psychometrics, bravery and how to plan for black sky events. (00:00) - Welcome to The Boardroom Path (03:16) - The Question behind Uncharted Spaces (04:35) - Can You Certify Governance? (08:26) - Propaganda, Beige Opinions and Epistemic Flattening (10:18) - Governance across Borders and Mandated Change (12:29) - When Experience Becomes a Liability (15:38) - Process over Outcome: The Temple Bar Story (21:04) - Board Cadence and Sampling the Signals (24:14) - Messy Meetings and Clean Paperwork (26:56) - Psychometrics, Team Fit and Director Development (35:06) - Bravery, Stewardship and the Long View (45:52) - AI, Black Sky Events and Scenario Planning Shefaly Yogendra: Dr Shefaly Yogendra is a board director, adviser and author working across governance, technology and decision making. She is Senior Independent Director of Temple Bar Investment Trust, where she has served on the board since 2019 and chaired the nomination committee, and a non-executive director of JPMorgan US Smaller Companies Investment Trust, Harmony Energy Income Trust and Witan Investment Services. She has served as an independent governor of London Metropolitan University, chairing its audit and risk committee, and sits on the board of advisers of the Harvard Data Science Review. Her executive career began in technology at HCL and included the role of chief operating officer at explainable AI company Ditto AI. She holds a PhD in decision making from Cambridge, an MBA from IIM Ahmedabad, a master's in technology policy and a first degree in electronics engineering, and was named in the FTSE 100 Women to Watch list in 2016. Her book Uncharted Spaces: Reset the Agenda. Reimagine the Boardroom was published in April 2026 by Practical Inspiration Publishing.Ralph Grayson: Ralph Grayson is a Partner in the Board Practice at Sainty Hird & Partners, bringing extensive experience in board-level recruitment, assessment, and advisory services. With a deep understanding of the corporate governance landscape, Ralph specialises in guiding senior executives as they transition into impactful boardroom careers. His thoughtful approach, combined with a passion for developing effective leaders, enables him to facilitate insightful conversations that equip aspiring and newly appointed Non-Executive Directors with the tools they need to succeed. Through The Boardroom Path, Ralph leverages his extensive professional network and expertise to empower listeners on their journey into the boardroom. Episode Insights: Certification can teach a novice what a board does, but judgement and behaviour only emerge in the room, under pressure, between people.Experience earns its place when directors separate the parts that still describe their sector from the parts that belong to a slower era.Boards should review process after good outcomes as well as bad ones, and let evaluators sit in on real meetings rather than run one round of interviews.Four to six meetings a year samples the business too infrequently; more frequent contact with the signals gives boards a faster response when a crisis lands.Asking the same AI tool the same questions strips out the difference of view that makes board debate worth having.Action Points: Test your experience for relevance: List the parts of your career that still describe how your sector behaves and the parts that assume slower cycles or older technology. Bring the first to board discussions and retire the second. Directors who skip that distinction fall back on precedent that no longer holds.Review the process when the decision goes well: Reflection usually follows a bad outcome, which teaches a board little about how it actually decides. Schedule a short review after significant decisions that succeeded, separating process from result. Name the factors you controlled and the ones that simply went your way.Change how your board is appraised: Ask your evaluator to observe several board and committee meetings rather than run one round of interviews. Behaviour, disagreement and consensus building are only visible live. Compare what the evaluator sees with what directors say about themselves.Set rules for AI in board work: Agree what directors and executives may put into AI tools, how recordings are retained and deleted, and whether your minutes would survive a match against a recording. Only 6% of directors report a board-specific AI policy in the Corporate Board Member and Diligent Institute survey, so this is still open ground. Decide it before an incident forces the question.Run one black sky scenario this year: Pick a low probability, high impact case and work it through properly, with no email, no internet and no obvious spokesperson. Decide in advance who communicates, who runs business as usual and who leads the response. Preparing for the severe case covers most of the smaller ones on the way.The Boardroom Path is the essential podcast for aspiring and newly appointed Non-Executive Directors (NEDs) navigating the journey from executive leadership to the boardroom. Hosted by Ralph Grayson, partner at Sainty Hird & Partners, each episode offers insightful conversations with industry leaders, seasoned board directors, and governance experts. Our guests share practical strategies, valuable perspectives, and actionable advice on how to effectively transition into board roles, maximise your impact, and build a rewarding NED career.  Subscribe now, and take your first confident step along The Boardroom Path. Learn more about Sainty Hird & Partners at saintyhird.com. The Boardroom Path is produced by Story Ninety-Four in Oxford, UK.

  2. Aug 11

    Dorothy Burwell on Adaptive Capacity and the Human Side of Governance

    Why do some boards freeze the moment pressure arrives, while others adapt and lead? In this episode of The Boardroom Path, host Ralph Grayson speaks with Dorothy Burwell, Global Head of Board Advisory at FGS Global and a board director at Post Holdings and Pennon plc, about what she calls adaptive capacity, the ability to learn, unlearn and make sound judgement calls when experience alone is no longer enough. Dorothy cites Deloitte research showing generative AI-enabled fraud could cost businesses 40 billion US dollars by 2027, up from 12.3 billion in 2023, and explains why boards can no longer treat governance as a quarterly ritual. She sets out a triage framework borrowed from emergency medicine for prioritising risk, unpacks why trust, not process, is usually the first thing to break down in a crisis, and explains how boards can navigate activist campaigns and chair-CEO relationships without stepping into management's lane. This is a practical guide to boardroom human behaviour for any NED building real adaptive capacity. (00:00) - Welcome to The Boardroom Path (03:18) - A Non-Linear Career from Banking to Board Advisory (06:33) - FGS Global's Role in the Boardroom Dynamic (08:33) - Building Trust between Boards and Management (12:29) - Productive Disagreement and Psychological Safety (15:53) - Inside the FGS Rewired World Report (19:06) - Defining Adaptive Capacity for the Boardroom (22:52) - Spotting an Adaptive Board in Practice (25:01) - The Boardroom Triage Model for Crisis Decisions (31:37) - Chair-CEO Trust and Tight-Loose Coupling (38:24) - AI as Both Threat and Tool for Governance (43:00) - Activism, Reputation and the FGS Playbook Dorothy Burwell: Dorothy Burwell is Global Head of Board Advisory and a Partner at FGS Global, where she has spent nearly two decades advising boards, CEOs and leadership teams through transformation, activism, crisis and reputational pressure. She began her career in investment banking at Goldman Sachs, working across the Investment Banking Division and Firmwide Strategy Group in London and New York. Dorothy is an independent non-executive director at Post Holdings, Inc., where she sits on the audit committee, and at Pennon Group Plc, where she chairs the ESG committee and sits on the remuneration, nominations and HSE committees. She is a past trustee of Which?, the UK consumer group, and co-author of the FGS Global paper A Hard Job Getting Harder: The Board's Role in a Rewired World.Ralph Grayson: Ralph Grayson is a Partner in the Board Practice at Sainty Hird & Partners, bringing extensive experience in board-level recruitment, assessment, and advisory services. With a deep understanding of the corporate governance landscape, Ralph specialises in guiding senior executives as they transition into impactful boardroom careers. His thoughtful approach, combined with a passion for developing effective leaders, enables him to facilitate insightful conversations that equip aspiring and newly appointed Non-Executive Directors with the tools they need to succeed. Through The Boardroom Path, Ralph leverages his extensive professional network and expertise to empower listeners on their journey into the boardroom. Episode Insights: A board is not a team but a "pop-up" group of individuals who meet a handful of times a year, so building human connection quickly matters as much as technical expertise.Trust, not process or data, is usually the first thing to break down when a board crisis unfolds, and everything else unravels from there.A simple triage framework, borrowed from emergency medicine, helps boards prioritise whether to monitor, adapt, react or act on emerging risks.Chair-CEO trust depends on agreeing priorities together and then genuinely letting the CEO execute, rather than the chair becoming heavy-handed under shareholder pressure.Adaptive capacity, the willingness to learn and unlearn, matters more for boards than trying to predict an increasingly unpredictable future.Action Points: Build your board's decision framework in advance: Agree how the board will triage a crisis before one happens, mapping issues by whether they are gradual or sudden and whether they affect everyone or just your organisation. Practise this with real scenarios, such as a cyber incident or supply chain shock, so people know their roles under pressure. This turns a crisis response from improvisation into rehearsal.Protect trust between board and management: Invest time outside the boardroom building one-to-one relationships with the management contacts closest to your committee work. Use those conversations to understand what they are working on and offer input before papers are finalised, rather than only during meetings. Stronger informal trust leads to more transparent information and better decisions when it matters.Treat AI fluency as a whole-board responsibility: Do not delegate AI oversight to a single AI director or committee member. Ensure every director understands how AI is used in your business and how it could be used against you, given researchers project AI-enabled fraud could reach 40 billion US dollars by 2027. Build this into ongoing board education rather than one-off briefings.Prepare for activist and contentious votes before they arrive: Map out how your board would respond to a contentious AGM vote or activist campaign, including how you would engage retail as well as institutional shareholders. Agree who leads external communication and how management and the board coordinate their message. Early preparation reduces the risk of a public, damaging standoff.Shift board time from reviewing the past to preparing for the future: Challenge your board to spend less time re-litigating historic performance and more time discussing what it is preparing for next. Ask whether your risk register only gets a thorough look once a year, and whether that is frequent enough given the pace of change. A future-facing agenda is a practical expression of adaptive capacity.The Boardroom Path is the essential podcast for aspiring and newly appointed Non-Executive Directors (NEDs) navigating the journey from executive leadership to the boardroom. Hosted by Ralph Grayson, partner at Sainty Hird & Partners, each episode offers insightful conversations with industry leaders, seasoned board directors, and governance experts. Our guests share practical strategies, valuable perspectives, and actionable advice on how to effectively transition into board roles, maximise your impact, and build a rewarding NED career.  Subscribe now, and take your first confident step along The Boardroom Path. Learn more about Sainty Hird & Partners at saintyhird.com. The Boardroom Path is produced by Story Ninety-Four in Oxford, UK.

  3. Aug 4

    Steve Kavanagh on Governance in Elite Sport

    How should a board govern an organisation that its community believes it owns? In this episode of The Boardroom Path, host Ralph Grayson speaks with Steve Kavanagh, Head of gunnercooke Sport and former chief executive of Millwall Football Club, about what good governance in elite sport actually looks like. Steve draws on 25 years across Charlton Athletic, Southend United and Millwall, plus a term as an elected director of the English Football League, to explain why football is a business with the same metrics and duties as any other, and why emotion makes it far harder to run. The conversation is timely. Championship clubs recorded combined pre-tax losses of around £317m in their most recent published accounts, as reported by BBC Sport, and the Independent Football Regulator published its final licensing rules and guidance on 1 July 2026. Steve sets out how boards can hold owners to account, separate fandom from judgement, protect the club as a community asset, and prepare for a licensing regime that raises the governance floor across the pyramid. (00:00) - Welcome to The Boardroom Path (01:38) - Governance in Elite Sport (04:05) - From Chartered Accountant to the Football Boardroom (08:39) - What Good Governance Looks Like in Sport (12:06) - Financial Sustainability and Holding Owners to Account (14:14) - Protecting the Club as a Community Asset (16:54) - Passion, Emotion and Clear-Headed Judgement (20:42) - Reining In the Executive Chair (26:36) - Advice for Aspiring Sports Board Members (30:49) - Lessons from the EFL, the FA and the Regulator (35:46) - The Regulator and Football's Funding Problem (41:12) - Media Rights and Global Investment Steve Kavanagh: Steve Kavanagh is Head of gunnercooke Sport and an Operating Partner at the international commercial law firm gunnercooke, where he launched the firm's specialist sport division in February 2025. A chartered accountant who trained at BDO, he spent 25 years in professional football, joining Charlton Athletic as finance director before serving as chief executive of Southend United and then Millwall, where he led the club for eight years from 2016 and oversaw promotion to the Championship in his first season. Alongside his executive roles he was an elected non-executive director on the English Football League board and a member of the FA Council, the Professional Game Board and vice chairman of the FA Cup Committee, contributing to the reforms that led to the creation of the game's independent regulator. He now advises clubs, athletes and sports businesses on governance, commercial strategy, compliance and disputes across football, rugby, cricket, tennis, boxing and the NFL.Ralph Grayson: Ralph Grayson is a Partner in the Board Practice at Sainty Hird & Partners, bringing extensive experience in board-level recruitment, assessment, and advisory services. With a deep understanding of the corporate governance landscape, Ralph specialises in guiding senior executives as they transition into impactful boardroom careers. His thoughtful approach, combined with a passion for developing effective leaders, enables him to facilitate insightful conversations that equip aspiring and newly appointed Non-Executive Directors with the tools they need to succeed. Through The Boardroom Path, Ralph leverages his extensive professional network and expertise to empower listeners on their journey into the boardroom. Episode Insights: Governance in sport is less about compliance language and more about good practice, good metrics, good communication and enough experience around the board table to cover every part of the club.On-field ambition and off-field sustainability are one problem, not two. The board's real work sits in the bridge between them, where overspending on wages turns competitive hope into financial fragility.Treating the club as a community asset gives the board a durable platform. Community trust survives relegation, and it is what a club grows back from when results turn.Emotion belongs in sport, but boards need directors who can separate support from judgement, resist getting too close to the manager and challenge decisions made in the heat of competition.Keeping a good owner in place for the long term is itself a governance outcome. Boards that can pull a chair back protect the club from the cycle of chasing a new investor every few years.Action Points: Separate the fan from the director: Before joining a sports board, write down why you want the role and what you will contribute beyond enthusiasm. Ask whether you would still be effective in a relegation season. Boards need directors who can hold judgement steady when everyone around them is emotionally invested.Stress test the funding model, not just the budget: Ask management to show how the club would operate if player sales dried up for a season. Championship clubs lost around £317m in their most recent published accounts, as reported by BBC Sport. Treat trading income as volatile rather than recurring.Make the owner explain the strategy: Require a written statement of the ownership's ambition, the spend it implies and the commitment behind it if performance disappoints. Minute the answer. A confident owner will welcome the discipline, and the club is protected if circumstances change.Prepare early for licensing: The Independent Football Regulator published its final licensing rules and guidance on 1 July 2026. Review your board papers, minutes and liquidity evidence now. Clubs that formalise oversight before deadlines will spend less time and money proving it later.Audit the skills you are missing: Map your board against financial acumen, corporate governance, community engagement and commercial rights expertise. Recruit against the gaps rather than the network. Build development pathways so a wider pool becomes genuinely appointable over the next few seasons.The Boardroom Path is the essential podcast for aspiring and newly appointed Non-Executive Directors (NEDs) navigating the journey from executive leadership to the boardroom. Hosted by Ralph Grayson, partner at Sainty Hird & Partners, each episode offers insightful conversations with industry leaders, seasoned board directors, and governance experts. Our guests share practical strategies, valuable perspectives, and actionable advice on how to effectively transition into board roles, maximise your impact, and build a rewarding NED career.  Subscribe now, and take your first confident step along The Boardroom Path. Learn more about Sainty Hird & Partners at saintyhird.com. The Boardroom Path is produced by Story Ninety-Four in Oxford, UK.

  4. Jul 28

    Psychological Safety in the Boardroom with Andrew Seerden

    What happens when a board only hears what it is allowed to hear? In this episode of The Boardroom Path, host Ralph Grayson speaks with Andrew Seerden, an independent director and Growth Advisory Board chair based in Auckland, about why boards fail on information rather than intelligence. Drawing on a live case, a $350 million New Zealand B2B business whose long-serving CEO delivered growth while running a culture of fear, Andrew explains why psychological safety is a governance design task for the chair, not a cultural aspiration for HR. The timing matters. PwC's latest board effectiveness survey found that 41% of executives rate their boards as excellent or good, yet only 17% of those who rarely interact with the board say the same, a perception gap that tends to surface only under real pressure. Andrew sets out the mechanics that close it: board charters that codify noses in, fingers out, independent and dotted-line reporting channels, directors visiting sites without asking permission, and a collaboration contract that defines trust with the CEO in advance. Silence, he argues, is the signal chairs should never ignore. (00:00) - Welcome to The Boardroom Path (04:20) - A Third Career in Governance and Advisory Boards (07:20) - Psychological Safety as Governance Design (09:43) - Information Distortion and the Danger of Silence (13:15) - Structures That Surface the Truth (14:20) - Bypassing the CEO Without Undermining the Role (17:36) - Safety Is Not Comfort and the Warm Bath Illusion (18:35) - When Chair and CEO Become Too Cosy (21:53) - The Kelp Exercise and Staying Centred (28:55) - Yellow Cards and Depersonalising Conflict (31:35) - The Collaboration Contract and Final Takeaways Andrew Seerden: Andrew Seerden is an independent director and Growth Advisory Board chair based in Auckland, New Zealand, and the founder of Seerden Board Partners, a board and governance advisory practice working with founders, owners, CxOs and chairs in New Zealand and internationally. He brings 30 years of senior commercial leadership in B2B businesses, including senior roles at Hewlett-Packard, Compaq and IBM across New Zealand and the Netherlands, and spent 11 years as Chair of the Board of Trustees at the national charity StarJam, guiding it through scale, financial restructuring and founder-CEO succession. Through Seerden Board Partners and Fresh Perspectives he advises on board effectiveness, advisory board design, commercial growth and CEO counsel, and he writes regularly on governance for a board-level audience. He holds an MBA from Newport University, Utrecht.Ralph Grayson: Ralph Grayson is a Partner in the Board Practice at Sainty Hird & Partners, bringing extensive experience in board-level recruitment, assessment, and advisory services. With a deep understanding of the corporate governance landscape, Ralph specialises in guiding senior executives as they transition into impactful boardroom careers. His thoughtful approach, combined with a passion for developing effective leaders, enables him to facilitate insightful conversations that equip aspiring and newly appointed Non-Executive Directors with the tools they need to succeed. Through The Boardroom Path, Ralph leverages his extensive professional network and expertise to empower listeners on their journey into the boardroom. Episode Insights: Boards rarely fail on intelligence; they fail on unfiltered information, which makes information flow a design problem rather than a personality problem.Silence in the boardroom is a risk indicator. Unanimous sign-off with no debate suggests people do not feel safe to challenge, whether the constraint comes from the CEO or the chair.Independent and dotted-line reporting channels only work when they are transparent and codified, otherwise they become a backdoor for gossip rather than a governance mechanism.The kelp exercise, borrowed from chair Maggie Wilderotter, gives boards a shared signal for delivering bad news and requires the chair to stay centred, listen without a knee-jerk reaction and avoid shooting the messenger.A collaboration contract, agreed with the CEO in advance, defines explicitly what trust, communication and the handling of difficult information will look like before a crisis tests them.Action Points: Codify noses in, fingers out: Put the boundary between governance and management in writing in the board charter rather than leaving it to custom. Set out what directors may do without asking permission, including site visits and conversations below the executive line. Review the charter annually so it reflects how the board actually operates.Design the channels before you need them: Agree independent routes for information now, whether that is dotted-line reporting, a whistleblower programme, the company secretary or an independent evaluator. Document who may use each channel and how it is handled. Transparency is what stops these routes being read as disloyalty to the CEO.Treat silence as an agenda item: When a significant proposal passes without challenge, ask why. Andrew's test is simple: no debate on trade-offs is a signal, not a success. Build a habit of asking each director for a dissenting view before any material decision is confirmed.Write a collaboration contract with your CEO: Have the direct conversation about expectations, communication rhythm and the handling of bad news, then document what you agree. Revisit it after any incident where information reached the board late. Treat resistance to the conversation as diagnostic rather than personal.Rehearse how you receive bad news: Adopt a shared signal, such as the kelp cue or a yellow card, that any member can use to flag difficult news or unproductive behaviour. Practise responding with questions rather than blame. Consistency here is what earns the trust that makes disclosure possible.The Boardroom Path is the essential podcast for aspiring and newly appointed Non-Executive Directors (NEDs) navigating the journey from executive leadership to the boardroom. Hosted by Ralph Grayson, partner at Sainty Hird & Partners, each episode offers insightful conversations with industry leaders, seasoned board directors, and governance experts. Our guests share practical strategies, valuable perspectives, and actionable advice on how to effectively transition into board roles, maximise your impact, and build a rewarding NED career.  Subscribe now, and take your first confident step along The Boardroom Path. Learn more about Sainty Hird & Partners at saintyhird.com. The Boardroom Path is produced by Story Ninety-Four in Oxford, UK.

  5. Jul 21

    Sallie Pilot on Aligning Boards, Investors and Long-Term Value

    How well do boards really understand the system that owns and funds them? In this episode of The Boardroom Path, host Ralph Grayson speaks with Sallie Pilot, Managing Director of the Investor and Issuer Forum, about why the investment chain has become a core governance responsibility rather than an investor relations afterthought. They explore how capital can flow through as many as eight layers between an asset owner and a company, why boards often misread the signals they receive, and how chairs can build trust through genuine, two-way dialogue rather than scripted, one-way updates. With UK equities drawing renewed interest amid record share buybacks and a fresh wave of takeover bids for London-listed companies, according to Morningstar, the conversation could not be more timely. Sallie explains the thinking behind the Investor and Issuer Compass, a practical framework for alignment across the chain, and why materiality, not the volume of disclosure, should shape how boards handle ESG. From pass-through voting to stewardship in 2026, this is a practical roadmap for NEDs who want to understand how they are owned, evaluated and funded. (00:00) - Welcome to The Boardroom Path (03:36) - Inside the Investor and Issuer Forum (05:29) - Why the Investment Chain Is a Board Issue (07:30) - Should the Board Own Investor Engagement? (09:22) - Where Boards and Investors Misalign (15:28) - Who Really Owns Your Company? (19:56) - What Investors Want to Hear from Boards (24:19) - Valuation, Governance and Long-Term Value (25:54) - Building the Investor and Issuer Compass (28:14) - Stewardship and the Myth of One Investor Voice (32:13) - ESG, Materiality and Better Decisions (41:54) - Technology, AI and the Future of Ownership Sallie Pilot: Sallie Pilot is Managing Director of the Investor and Issuer Forum, a practitioner-led initiative launched in 2024 to improve how the UK equity market functions by strengthening engagement across the investment chain. Set up by the Investor Forum, supported by the London Stock Exchange and backed by the Financial Reporting Council, the Forum brings together asset owners, asset managers and the chairs of listed companies. A specialist in corporate reporting, governance, stewardship and stakeholder engagement, Sallie was previously an owner and executive director of the stakeholder communications firm Black Sun. She sits on the FRC's Stakeholder Insight Group and Financial Reporting Lab Steering Committee and has served on the board of the Investor Relations Society, giving her a rare cross-market view of how boards, investors and regulators interact.Ralph Grayson: Ralph Grayson is a Partner in the Board Practice at Sainty Hird & Partners, bringing extensive experience in board-level recruitment, assessment, and advisory services. With a deep understanding of the corporate governance landscape, Ralph specialises in guiding senior executives as they transition into impactful boardroom careers. His thoughtful approach, combined with a passion for developing effective leaders, enables him to facilitate insightful conversations that equip aspiring and newly appointed Non-Executive Directors with the tools they need to succeed. Through The Boardroom Path, Ralph leverages his extensive professional network and expertise to empower listeners on their journey into the boardroom. Episode Insights: Governance no longer stops at the boardroom door; it extends into the capital system, so boards must understand how they are owned, evaluated and funded.The UK's biggest capital market frictions stem from misalignment across the investment chain, not a lack of intent, and boards can influence that misalignment.Capital can pass through around eight layers between an asset owner and a company, distorting the signals boards receive about what investors really want.ESG matters most when it shapes strategy, capital allocation and decisions, not when it simply adds to the volume of disclosure; materiality should be the filter.Investors value honesty over polish, so boards that explain their reasoning, including why they do not comply, build trust in a comply or explain market.Action Points: Know who your investors really are: Map the layers between your company and its ultimate asset owners, and understand how mandates and incentives shape the signals you receive. Treat this as a standing board agenda item rather than a one-off investor relations exercise. The clearer your picture of ownership, the more confidently the board can act.Make engagement purposeful, not routine: Decide why a conversation with investors is happening and whether you are being reactive or deliberate. Do not read a lack of investor interest as a snub, as it often signals comfort with your strategy. Reserve chair and committee-chair engagement for moments of genuine decision-making or information exchange.Lead with materiality on ESG: Focus reporting and oversight on the issues that genuinely affect long-term performance and licence to operate. Resist the pull to chase every framework and metric, which obscures what really drives value. Show investors how material issues are managed and monitored, not merely disclosed.Explain, do not just comply: Use the comply or explain regime as a strength by setting out the reasoning behind board decisions and any departures from the code. Investors consistently say they want the explanation and the context, not box-ticking. Clear, honest explanations build trust and usually earn support.Get externally fluent on technology: Build the board's understanding of how AI, pass-through voting and tokenisation are reshaping ownership, voting and engagement. Keep the company's story consistent across every channel and spokesperson. Treat continuous, coherent dialogue with the market as a growing expectation rather than an occasional event.The Boardroom Path is the essential podcast for aspiring and newly appointed Non-Executive Directors (NEDs) navigating the journey from executive leadership to the boardroom. Hosted by Ralph Grayson, partner at Sainty Hird & Partners, each episode offers insightful conversations with industry leaders, seasoned board directors, and governance experts. Our guests share practical strategies, valuable perspectives, and actionable advice on how to effectively transition into board roles, maximise your impact, and build a rewarding NED career.  Subscribe now, and take your first confident step along The Boardroom Path. Learn more about Sainty Hird & Partners at saintyhird.com. The Boardroom Path is produced by Story Ninety-Four in Oxford, UK.

  6. Jul 15

    Alexander Denny on Discounts, Activism and the Modern Investment Trust Board

    What does it mean to sit on an investment trust board when discounts, activism and shareholder scrutiny are no longer exceptional events? In this episode of The Boardroom Path, host Ralph Grayson speaks with Alexander Denny, an experienced investment company executive and non-executive director, about the changing demands placed on investment trust boards. Alex draws on his work with Fidelity, Pantheon, Apax Global Alpha, Aurora UK Alpha, Margetts Fund Management and the Association of Investment Companies to explain why these roles are increasingly active, time-intensive and strategically important. The discussion feels especially timely as Saba Capital’s campaign against UK investment trusts continues to test the sector’s governance model, while recent reporting notes that private investor ownership of investment trusts has risen to 27% according to Investment Week. Alex explores how boards should think about discounts, manager accountability, retail engagement, board evaluation, CPD and reputational risk. (00:00) - Welcome to The Boardroom Path (03:30) - From Strategic Challenge to Boardroom Reality (07:15) - Moving from Fidelity to a Portfolio Career (12:13) - What the IoD Commission Found About NEDs (17:33) - CPD, Certification and Director Accountability (19:54) - The Levers Available to Investment Trust Boards (25:04) - Influence, Relationships and Shareholder Engagement (30:02) - What First-Time Investment Trust NEDs Should Check (32:34) - Saba, Activism and Sector Governance (41:06) - Discounts, Valuation and Liquidity Risk (44:21) - How Boards Add Value Beyond Performance (51:55) - The Future of Investment Trust Board Roles Alexander Denny: Alex Denny is an experienced non-executive director, trustee and consultant with deep expertise in investment trusts, private equity, private wealth and public markets. He joined the board of the Association of Investment Companies in 2022 and became an independent non-executive director of Aurora UK Alpha plc in January 2026. Alex is also an independent non-executive director of Margetts Fund Management, leads the investment companies board hiring practice at Nurole and serves as a trustee of the Nautical Archaeology Society. He was previously Managing Director, European Private Wealth at Pantheon and Head of Investment Companies at Fidelity International, giving him direct experience of investment company governance from both the executive and non-executive sides.Ralph Grayson: Ralph Grayson is a Partner in the Board Practice at Sainty Hird & Partners, bringing extensive experience in board-level recruitment, assessment, and advisory services. With a deep understanding of the corporate governance landscape, Ralph specialises in guiding senior executives as they transition into impactful boardroom careers. His thoughtful approach, combined with a passion for developing effective leaders, enables him to facilitate insightful conversations that equip aspiring and newly appointed Non-Executive Directors with the tools they need to succeed. Through The Boardroom Path, Ralph leverages his extensive professional network and expertise to empower listeners on their journey into the boardroom. Episode Insights: Investment trust boards are no longer passive stewardship bodies; they increasingly need to show judgement, challenge and visible engagement with managers and shareholders.The shareholder is also the customer in an investment company, which makes communication, retail engagement and discount management core board concerns.Activism can help address poor governance or persistent discounts, but the Saba campaigns show how the sector’s structure can create unusual vulnerabilities.A good NED needs curiosity, sector interest and enough time to build relationships beyond formal board meetings.Board evaluation and ongoing professional development are becoming more important as expectations of NED skill, evidence and accountability rise.Action Points: Test your real interest: Before pursuing an investment trust board role, ask whether you are genuinely curious about the company, its asset class and its shareholder base. If the subject does not interest you, it will be hard to bring the energy and judgement the role now demands. Treat motivation as part of your due diligence, not a soft extra.Assess the discount story: Look beyond the headline discount and ask why it exists, who is selling and whether the board has a credible plan to communicate value. Consider whether underperformance is cyclical, structural or linked to weak shareholder engagement. Use this analysis to judge whether you can add value or are walking into unmanaged risk.Build relationships before a crisis: Investment trust NEDs should know the portfolio manager, chair, IR lead, marketing team and key service providers before pressure arrives. These relationships help boards spot problems early and influence constructively. Waiting until activism or poor performance escalates makes effective challenge much harder.Evidence your development: Keep a clear record of relevant CPD, seminars, courses and sector briefings. Alex notes that the UK has limited formal qualification requirements for company directors, which makes self-discipline and evidence of competence more important. Boards should be able to show that directors are keeping pace with market and governance expectations.Treat activism as plausible, not remote: Do not assume an investment trust board will face activism, but do not assume it will avoid it either. Recent Saba campaigns and reporting on rising private investor ownership from Investment Week show why shareholder communication and voting engagement now deserve board-level attention.The Boardroom Path is the essential podcast for aspiring and newly appointed Non-Executive Directors (NEDs) navigating the journey from executive leadership to the boardroom. Hosted by Ralph Grayson, partner at Sainty Hird & Partners, each episode offers insightful conversations with industry leaders, seasoned board directors, and governance experts. Our guests share practical strategies, valuable perspectives, and actionable advice on how to effectively transition into board roles, maximise your impact, and build a rewarding NED career.  Subscribe now, and take your first confident step along The Boardroom Path. Learn more about Sainty Hird & Partners at saintyhird.com. The Boardroom Path is produced by Story Ninety-Four in Oxford, UK.

  7. Jul 8

    From Passion to Governance in Elite Sport with Tony Simpson

    How should boards govern sport when it is now both a cultural institution and a global asset class? In this episode of The Boardroom Path, host Ralph Grayson speaks with Tony Simpson, Partner and Sports Industry Lead at Oliver Wyman, about why governance in elite sport has not always kept pace with the money, complexity and scrutiny now flowing through the sector. Tony explains why investors increasingly expect the same professional disciplines they would demand in any other asset class: strong boards, independent challenge, credible financial controls and clear accountability. The conversation is especially timely. The World Economic Forum and Oliver Wyman report values the global sports economy at $2.3 trillion and projects it could reach $8.8 trillion by 2050, while the UK’s new football regulatory regime is making governance a direct investment variable. From community representation and women’s sport to succession planning, owner accountability and social cohesion, Tony sets out what modern sports boards need to understand before they take their seats. (00:00) - Welcome to The Boardroom Path (01:12) - Governance in Elite Sport (03:17) - Sport as a Global Asset Class (06:04) - Private Capital and Governance Catch-Up (09:46) - Why Sport Is Different From Other Sectors (13:32) - Building the Right Sports Board (17:33) - Transferring Governance Skills Into Sport (20:46) - Holding Owners Accountable (24:23) - Designing the Ideal Modern Sports Board (29:47) - Sport as a Regulated Utility (33:18) - Skills and Social Empathy for Sports Leaders (35:20) - Why Join a Sports Board Tony Simpson: Tony Simpson is a Partner and Sports Industry Lead at Oliver Wyman, where he works in the firm’s Communications, Media and Technology practice and leads its Sports and Entertainment work. He advises sports organisations, federations, leagues and investors on international expansion, commercial sustainability, governance, digital change and the role of private capital in sport. Tony is a former Board Advisor to Special Olympics Great Britain, an Independent Observer to the English Rugby Football Union Governance Review, a trustee and board member at Birmingham Museums Trust and a trustee at Drive Forward. In 2023, he was recognised in the Empower 100 Executives Role Model List."If people are putting hundreds of millions of dollars into an asset or a club, you have to have some independence in there that has the ability to say no and the authority to say no." Tony Simpson, Partner and Sports Industry Lead at Oliver Wyman. Ralph Grayson: Ralph Grayson is a Partner in the Board Practice at Sainty Hird & Partners, bringing extensive experience in board-level recruitment, assessment, and advisory services. With a deep understanding of the corporate governance landscape, Ralph specialises in guiding senior executives as they transition into impactful boardroom careers. His thoughtful approach, combined with a passion for developing effective leaders, enables him to facilitate insightful conversations that equip aspiring and newly appointed Non-Executive Directors with the tools they need to succeed. Through The Boardroom Path, Ralph leverages his extensive professional network and expertise to empower listeners on their journey into the boardroom. Episode Insights: Sport is now comparable in scale to major global sectors, but many governance structures still reflect its amateur and community origins.Private capital is forcing sports organisations to demonstrate stronger oversight, clearer financial controls and more professional boards.Passion can be a governance risk when owners, executives or directors allow emotional attachment to override evidence-based decision-making.Independent directors matter because sports boards need people with the authority and judgement to challenge both management and ownership.Diverse, compensated boards can help clubs understand their communities more effectively and unlock both social and commercial value.Action Points: Map the board skills you actually need: Start with the organisation’s future risks, opportunities and stakeholder pressures. Identify the financial, regulatory, digital, community and sporting expertise required. Build the board around those needs, not around status, tenure or historic connection to the club.Separate passion from governance: Test whether board decisions are being driven by evidence or emotion. Passion for the sport can bring commitment, but it should not override financial discipline, succession planning or long-term stewardship. Use independent voices to challenge assumptions before major commitments.Strengthen owner accountability: Review how the board oversees ownership risk, not just executive performance. Ask what happens if an owner cannot or will not keep funding the club. Treat financial resilience, liquidity and succession as governance issues, not private owner matters.Use community insight commercially: Put genuine community understanding into the boardroom and compensate people properly for their contribution. Diverse perspectives can reveal unmet demand, stronger fan relationships and new revenue opportunities. Community representation should have a clear role, not token status.Prepare for regulated sport: Boards should assume that scrutiny will increase as capital flows into sport and regulation matures. The Football Governance Act and the Independent Football Regulator show how governance is becoming an investment variable. Directors need to understand compliance, licensing and financial sustainability before problems arise.The Boardroom Path is the essential podcast for aspiring and newly appointed Non-Executive Directors (NEDs) navigating the journey from executive leadership to the boardroom. Hosted by Ralph Grayson, partner at Sainty Hird & Partners, each episode offers insightful conversations with industry leaders, seasoned board directors, and governance experts. Our guests share practical strategies, valuable perspectives, and actionable advice on how to effectively transition into board roles, maximise your impact, and build a rewarding NED career.  Subscribe now, and take your first confident step along The Boardroom Path. Learn more about Sainty Hird & Partners at saintyhird.com. The Boardroom Path is produced by Story Ninety-Four in Oxford, UK.

  8. Jul 1

    Catherine May on Why Culture Beats Capability in the Boardroom

    What does it actually take to move from the executive suite into the boardroom, and why do so many capable leaders misjudge the leap? In this episode of The Boardroom Path, host Ralph Grayson speaks with Catherine May, an experienced chair, non-executive director and certified executive coach with more than 25 years at executive committee level in FTSE 30 businesses including RELX, Centrica and SABMiller. They explore why culture, not capability, decides whether a board succeeds, how aspiring NEDs can read their own fit before committing, and why a board seat is closer to a six-year commitment than a two-day-a-month role. Catherine also sets out a practical answer to the question every board is now asking: do we need an AI specialist in the room, or a sharper way to bring expertise to the table? Against research showing that boards are openly debating where human judgement should end and AI should begin, with only 37% of directors seeing their board as essential to value creation, this is a grounded guide to building a board career that lasts. (00:00) - Welcome to The Boardroom Path (03:13) - From Executive Committee to the Boardroom (05:19) - Should NEDs Engage Directly With Investors (08:17) - The Corporate Affairs Route Into the Boardroom (10:07) - What Executives Misunderstand About Boards (13:30) - Why Fit Matters More Than Star Power (16:35) - Coaching, Self-Awareness and Knowing Who You Are (20:32) - How the Role of the Board Has Changed (23:15) - The Six-Year Commitment Nobody Expects (27:12) - Reputation, Crisis and Emotional Alignment (31:12) - Capabilities Over Domain Expertise (32:35) - Diversity, Inclusion and a Smarter Boardroom (36:31) - Advisory Boards and the AI Question (42:16) - Constructive Challenge and Psychological Safety (44:08) - Should Every Chair Have a Coach (48:24) - Refreshing Board Talent and the Search Question Catherine May: Catherine May is an experienced chair, non-executive director, committee chair and certified executive leadership coach, and currently chair of the board at Shoreham Port. She spent more than 25 years at executive committee level in global FTSE 30 businesses, leading corporate affairs, investor relations, sustainability, crisis management, public affairs and brand strategy at RELX, Centrica and SABMiller. She founded Catherine May Associates in 2015, working with senior leaders and boards to strengthen governance, build high-performing cultures and prepare executives for board-level responsibility. She is recognised for her expertise in reputation, risk, leadership development and guiding organisations through transformation, giving her a distinctive perspective at the intersection of leadership, governance and corporate reputation.Ralph Grayson: Ralph Grayson is a Partner in the Board Practice at Sainty Hird & Partners, bringing extensive experience in board-level recruitment, assessment, and advisory services. With a deep understanding of the corporate governance landscape, Ralph specialises in guiding senior executives as they transition into impactful boardroom careers. His thoughtful approach, combined with a passion for developing effective leaders, enables him to facilitate insightful conversations that equip aspiring and newly appointed Non-Executive Directors with the tools they need to succeed. Through The Boardroom Path, Ralph leverages his extensive professional network and expertise to empower listeners on their journey into the boardroom. "Culture for me is the beginning and end of whether a company is going to be successful or not." Catherine May, Chair, Non-Executive Director and Executive CoachEpisode Insights: The line between board and management is softer than executives expect; effective NEDs cross it carefully to understand culture without upsetting the apple cart.Culture is the single biggest risk any business faces, because a weak culture quietly enables bad practice and silences the people who would otherwise call it out.Fit matters more than star power; rooms full of grandstanding individuals rarely gel, and succession and nominations should be a continuous conversation, not an annual one.A NED role is a long, serious commitment, closer to six years and far more than the headline day count, so emotional alignment with the organisation is essential before saying yes.Capabilities, attitude and values beat narrow domain expertise; advisory panels, not endless new board seats, are the smarter way to bring specialist insight on issues like AI.Action Points: Interrogate your fit before you commit: Before accepting a board seat, ask honestly whether you admire the organisation, its people and its products. Picture how you would feel giving far more time than your fee covers if a crisis hit. If the emotional connection is not there, walk away politely before going further.Treat culture as a standing board priority: Find non-disruptive ways to see daily working life across the business rather than relying on management reports. Look for whether people feel safe to call out behaviour that is not right. Use that evidence to satisfy yourself the culture genuinely supports the right behaviours.Appoint for difference, not just comfort: When refreshing the board, resist the easy hire who knows the sector inside out and gets on with everyone. Lean into candidates who bring different perspectives and experience. Pair that with an inclusive chair who ensures every voice is genuinely heard in and out of meetings.Make nominations a continuous conversation: Keep succession and the board pipeline on the agenda at every nominations meeting, not once a year. Encourage directors to scan their networks continually and work with diligent search partners. This de-risks appointments and avoids settling for candidates who do not knock your socks off.Use advisory panels to handle fast-moving issues: Rather than adding a board seat for every emerging risk such as AI, task a small specialist group, including at least one NED, with rapid horizon scanning. Keep it light-footed and focused so it can report back quickly and inform strategy without making the board too big to function.The Boardroom Path is the essential podcast for aspiring and newly appointed Non-Executive Directors (NEDs) navigating the journey from executive leadership to the boardroom. Hosted by Ralph Grayson, partner at Sainty Hird & Partners, each episode offers insightful conversations with industry leaders, seasoned board directors, and governance experts. Our guests share practical strategies, valuable perspectives, and actionable advice on how to effectively transition into board roles, maximise your impact, and build a rewarding NED career.  Subscribe now, and take your first confident step along The Boardroom Path. Learn more about Sainty Hird & Partners at saintyhird.com. The Boardroom Path is produced by Story Ninety-Four in Oxford, UK.

About

Welcome to The Boardroom Path, the essential podcast for aspiring and newly appointed Non-Executive Directors navigating the journey from executive leadership to the boardroom. Hosted by Ralph Grayson, partner at Sainty Hird & Partners, each episode offers insightful conversations with industry leaders, seasoned board directors, and governance experts. Our guests share practical strategies, valuable perspectives, and actionable advice on how to effectively transition into board roles, maximise your impact, and build a rewarding NED career.

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