3 Reasons to Give HR a Seat at the Boardroom Table

Talent is a vital part of the most successful organizations’ growth strategies, so it would make sense to have HR’s expertise and diversity of perspective at the boardroom table. Yet strategic HR experience is still a rare commodity at a corporate governance level. Fewer than one in ten S&P 500 Boards includes a current or former CHRO.

In Australia, the proportion is likely even lower, according to Governance Australia’s Board Diversity index. Just 1% of board directors in 2024 have an HR or change management background, compared with the 40% coming from accounting, banking, or financial services fields.

“The tone comes from the top,” says Alexandra Goodfellow, Vice Chair Korn Ferry Australasia, who has been told that one reason HR leaders may not make the consideration set is their apparent lack of experience running a P&L sheet.

“If someone has run an HR function in a large and complex organization that has been through a major transition, I would regard their capabilities as equivalent to running a P&L,” she counters.

The Tenure Challenge

There is no doubt the composition of Boards in Australia and New Zealand is changing. There has been positive progress in rebalancing gender diversity, with women holding 36% of board positions in 2024—up from 35% the previous year. Goodfellow says around half of the board placements Korn Ferry managed last year were women.

But fixed terms of service for board directors can make it harder to drive significant changes to board composition, says Goodfellow.

“In the main, boards are embracing change and taking on a more contemporary lens. But the Chair of a nomination and remuneration committee is typically set for three-year terms. If they’re doing a decent job, they’ll be voted back in.”

In other words, it’s not as simple as deciding to add more HR capability to the Board. It takes a conscious decision to re-think the skills required when the next vacancy is on the horizon.

Here are three good reasons to take that step when the opportunity arises.

1 HR Leaders Understand Talent Risks

Board reports combine financial and non-financial metrics, with the latter covering diverse risks across issues like cyber, sustainability, and, of course, people.

But people-based compliance is not always clear-cut. Codes of conduct or employee workload practices can be open to interpretation. And they can make or break an organization’s reputation, as well as the reputation of board members.

It’s no wonder psychosocial workplace risks, such as sexual harassment, psychological safety, and mental wellbeing, previously the domain of HR, have become a focus for executive leaders and board committees.

So it makes sense to have someone on that board who can ask the right questions, such as:

  • Psychosocial safety—how are we reporting on wellbeing? 
  • Growth strategy—how we build future capability across the organization? 
  • Change management—are we ready for future disruption? 
  • Succession planning—who’s in our leadership pipeline?

2 HR Leaders Bring a Human Perspective to Strategic Moves

The board is responsible for governance and strategy, but the leadership team is ultimately accountable for execution. Having a talent lens across strategic reporting and decision-making can help them avoid some potholes in their strategic roadmap.

“Companies with HR expertise on the board can have more enlightened conversations about culture, for example,” says Goodfellow. “Implementing culture change takes more than putting values up on a board. A board member may be able to mentor a strategic HR leader to be a trusted advisor on these issues—to be the eyes and ears of what is actually happening in the workplace.”

CEO succession planning is another key difference HR can make—because CHROs are often asked to contribute to succession plans, and then take responsibility for onboarding and guiding the new CEO, which would bring a new level of expertise to a board.

Experienced HR strategists can also play a critical role in the success of a merger or acquisition by knowing how to ensure people feel they are a priority in the blending of two different cultures.

3 HR Leaders Can Be a Diversity Win 

The CHRO is the one C-Suite role more likely to be held by a woman. Bringing a former CHRO onto the board could fast-track progress towards gender balance—as well as a greater diversity of skills and backgrounds.

Our recent survey of board members found overwhelming agreement on the benefits of diversity and inclusion for the board. With more diverse perspectives at a board level, there are also opportunities to extend strategic value.

The starting point for board-ready CHROs is often the nomination and remuneration committee. Strategic HR leaders can play a crucial and active role in investor relations, such as mitigating the risk of remuneration protest votes, or pushback from shareholders and proxy advisors on long-term and short-term incentives.

A more diverse board may mean drawing on a broader pool of talent—beyond former CEOs and CFOs. It’s important to take a data-based view of the gaps in your current mix. Goodfellow says this is where Korn Ferry’s holistic focus on human capital, across every aspect of the organization, can add value.

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People-First Governance

It makes sense to bring on a board director who can draw on deep expertise as a strategic partner in building future business capability.

“One of our clients recently told me that when he was CEO, he believed the most crucial element of any business was ‘90% around people’,” says Goodfellow. “Now that he is a Chair, he says it’s ‘100% about people’.” 

Yet she’s still often told the head of HR does not even sit on the leadership team in some organizations. If you want to align your business strategy with your people and gain greater understanding and oversight of the true talent risks at the heart of your strategy, it may be time to look towards your CHRO as a future board member.

Learn more about how Korn Ferry’s Board and CEO services can help you shape the future of your board.