Eight Meetings a Year

One experienced director, quoted in a practitioner interview that a new paper on board workloads cites, described the job this way: "It's incredibly frustrating as a board member when you receive 1,200 pages to read over the weekend and, as a result, you can't see the wood for the trees."¹ The paper, by Asaf Eckstein, Roy Shapira, and Ariel Shillo, is a law review article that the European Corporate Governance Institute put out this month as a working paper. It is about boards, and its central finding travels well beyond them.

Each mandate made sense alone

Over two decades, the authors report, regulators have increasingly required boards to oversee compliance on issues ranging from cybersecurity and anti money laundering to climate risk. They grant that each mandate makes sense in isolation. Added together, the mandates produce what the paper calls board overload, because a typical board has ten members and meets eight times a year. Spencer Stuart data the paper cites put the average number of board meetings at 7.7 in 2024, slightly down from 8.1 a decade earlier.¹ Responsibilities multiplied and the calendar stayed where it was.

Committees could have absorbed some of it, and mostly did not. In 2024, 14.9 percent of S&P 500 companies had a technology committee, 12.9 percent had an ESG committee, and 2.4 percent had a cybersecurity committee.¹ The authors draw the arithmetic themselves: with 12.9 percent holding a dedicated ESG committee, 87.1 percent handle that workload through the packed agenda of the full board or of existing committees.¹ A practitioner estimate they cite, from a firm that makes board reporting software, puts the reading load for a director at a large company near 600 pages of pre meeting material every month.¹

Nobody is assigned the total

Here is my own read of why this happens. Every mandate has an owner. A regulator wrote it, a general counsel translated it, and an executive sponsors the topic and asks for time. Each of those people is doing the job properly. The total belongs to no one, so it never gets argued over, and what gets squeezed is whatever cannot demand a slot for itself.

Every item on an agenda has an owner and a reason, and the agenda itself has no one assigned to it.

What gives

The authors, drawing on interviews and the decision making literature, identify two effects. For the individual director, even a diligent and capable one falls back on heuristics and loses the motivation to learn unfamiliar issues. For the group, overload distorts agenda setting, so boards underinvest in long term strategy and in oversight of systemic risk.¹ Boards respond with informal calls between meetings. The authors admit nobody has good data on how often those happen, and they are still unpersuaded: informal calls cannot relieve the main bottleneck, which is agenda slots in formal meetings.¹ One interviewee named what the workaround costs as "the fulsome conversation" in which directors think an issue through together.¹

In August I wrote about how little of a company reaches a board even when the time is there, in the rehearsal a board never sees. This paper describes the other half of that problem, which is the time itself running short.

The same arithmetic in your own calendar

The paper's data come mostly from large U.S. public companies, and it studies boards, not management. Carrying its logic to executive teams is my inference and not a finding, and I would bet on it anyway, because the constraint is the same: a fixed number of slots and a growing number of owners. Picture a leadership team that gets ninety minutes a week. Over a couple of years someone adds a standing review of risk, someone adds one for the AI program, and someone adds a talent discussion after an engagement survey comes back badly. Each has a sponsor and a defensible reason. Nothing comes off, because nobody is the sponsor of removal. By the third quarter the question the team exists to answer, where the business is headed, sits ninth on the list and gets taken offline.

The authors aim their remedy at regulators. They propose considering a rollback of board involvement mandates, and they say regulators should tell companies how to behave and stop specifying who inside the company does what.¹ Most executives have no regulator to lobby, so the version available to them is smaller. A new standing item names the one it replaces, and someone owns the total minutes on the calendar. Nothing in the paper tests that rule, and I offer it as mine.

Which standing item on your leadership team's agenda would you retire first, and who would notice?