In brief
- The board needs to understand where AI could materially affect the organization.
- A picture of current and proposed uses makes the discussion more concrete.
- Responsibilities and reporting should reflect the uses and risks involved.
- Legal and regulatory questions about AI belong with your counsel.
Build a picture of how AI is being used
An AI discussion can range from drafting an email to screening applications or producing material that members rely on. Those uses raise very different questions. Treating them as one issue can make it hard for directors to know where to focus.
Ask management to describe what is being used or considered, what information it involves, and how people review the results. That gives the board a basis for discussing where AI might help the organization and where it could create concerns.
Find the board’s role
The board and management need to work out which uses require board attention and which can be managed through existing authority. The discussion might include:
- Purpose. What is the organization trying to improve, and how would it know whether AI is helping?
- Information. What sensitive information is involved, and who is advising on how it should be protected?
- Trust. Could the use affect confidence in a credential, a decision, or published work?
- Accountability. Who reviews the results, responds to problems, and keeps the board informed?
A useful AI conversation starts with what the organization is trying to do and who could be affected.
Questions worth exploring
When a significant AI proposal comes to the board, these questions can help directors examine the judgment behind it.
Keep the conversation current
Record the expectations the board and management have agreed on, including what will be reported and what would prompt another discussion. A new use, an unexpected result, or a change in the organization may make that conversation necessary.
Bring counsel into the questions that need legal or regulatory advice. Directors do not need to become specialists in every issue, but they should understand what advice informed a significant decision and what remains uncertain.
About the author
Dan Liutikas
Dan Liutikas is Boardpath’s founder. A former chief executive of the International Legal Technology Association and chief legal officer at CompTIA, he works with boards and executive leaders on decisions, governance, and their working relationships.
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