How two-tier boards can be more effective

This study explores how non-executive directors address governance challenges on Dutch two-tier boards, where management and supervisory roles are formally separated. Using semi-structured interviews and a questionnaire among non-executive directors, it examines three challenges: asking management critical questions, information asymmetries, and managing relationships between executive and non-executive directors. Findings reveal complex underlying factors and a range of process and social interventions. The study highlights the importance of boardroom processes, relationship management, and practical efforts by directors to enhance board effectiveness beyond regulatory approaches.