Who sits at the table? Diversity and competence in governance

Nqobani Mzizi

The boardroom has often been described as the table where the future of organisations is shaped. Around it, critical decisions are taken that affect employees, customers, communities, investors and society at large. Yet an often-overlooked question is this: who sits at that table, and why does it matter? The legitimacy of governance rests not only on policies and processes but also on the people entrusted to lead. Their mix of skills, experiences, perspectives and integrity determines whether governance delivers value or falls short.

Boards poorly composed risk becoming echo chambers, where decisions reflect narrow thinking and familiar interests. By contrast, boards that bring together diverse expertise and perspectives are more resilient, adaptive and trusted. The composition of the governing body is therefore not a technical formality, but a fundamental test of governance integrity.

Effective governance requires boards that are competent. This means more than assembling prominent names or long-serving professionals. It requires directors with the right blend of skills to navigate today’s complex environment: financial acumen, digital literacy, ESG expertise, risk oversight and industry-specific knowledge. 

King IV, in Principle 7, emphasises that the governing body must have the appropriate balance of knowledge, skills, experience, diversity and independence to discharge its role effectively. Without this balance, boards are vulnerable to blind spots. Homogeneous groups often fall prey to groupthink, making them less likely to anticipate disruption or challenge weak assumptions. Competence frameworks, director training and continuous development are becoming essential, not optional. 

Diversity in boardrooms is equally crucial. It is no longer enough to meet compliance requirements or tick boxes. Diversity brings richness of perspective that improves decision-making and strengthens stakeholder confidence. Gender diversity has been shown to enhance board effectiveness and investor trust. Racial diversity ensures that boards reflect the societies in which they operate, strengthening legitimacy.

Generational diversity is often overlooked, yet vital. Younger directors who are digital natives bring fresh perspectives on technology and innovation, while seasoned professionals offer depth of experience and judgment. Balanced together, they create a dynamic board capable of grappling with both the present and the future. 

Globally, progress has been uneven. Norway’s early adoption of board gender quotas reshaped corporate leadership and inspired other jurisdictions. Across Africa, governments and investors are pressing for more women in boardrooms, recognising the benefits of inclusivity. In the United States, debates around age and generational representation have intensified, particularly in technology companies where leadership is often dominated by either very young innovators or older executives. These examples underscore that diversity is not just a social issue, but a governance imperative.

Independence is another cornerstone of effective board composition. Too often, boards satisfy the letter of independence requirements without embracing its spirit. Independence is not about how many directors are formally classified as “independent,” but whether they can exercise judgment without fear or favour. Political patronage, interlocking directorships and conflicts of interest all erode independence.

When independence fails, oversight collapses, as seen in the governance failures that plagued companies such as Steinhoff or, in the public sector, Eskom during its state capture years. ISO 37000 reinforces this by recognising independence of mind as central to effective governance. Independence is not the absence of connection, but the presence of courage to make difficult decisions.

Board renewal and succession planning are equally critical. Effective boards do not remain static. They refresh themselves to ensure continuity of purpose and adaptability to change.

Entrenched directors risk stagnation and limit the inflow of new ideas. Succession planning is not about waiting for crises or vacancies, but about cultivating leadership pipelines that reflect the future needs of the organisation. Well-governed boards have structured renewal processes, balancing continuity with renewal to ensure resilience. Without this, boards risk becoming irrelevant to the evolving environment.

The cost of poor composition is high. Boards lacking diversity, independence or renewal often struggle to provide effective oversight, falling into patterns of complacency or capture. The result is weakened strategy, reputational damage and loss of stakeholder trust. Governance failures are rarely caused by processes alone. They are often the result of boards that were unfit for purpose because of who sat around the table.

On the other hand, balanced boards set organisations apart. They are composed of directors who are diverse in thought and identity, but united in purpose. They are transparent in their appointments and hold themselves accountable for whether their composition reflects the needs of the organisation and its stakeholders.

Nomination committees have a central role here. Their task is not to recycle the same pool of candidates, but to widen the search, challenge assumptions and ensure that appointments are guided by both competence and diversity. Integrated reporting has reinforced this expectation, encouraging boards to disclose their composition, skills mix and succession processes as part of demonstrating governance effectiveness.

Who sits at the table is therefore not incidental. It is a reflection of whether governance is inclusive, competent and credible. Boards that ignore this reality risk being seen as exclusive clubs disconnected from the societies they serve. By contrast, boards that embrace diversity, competence, independence and renewal are better placed to govern with legitimacy and foresight.

Ultimately, the question is one of stewardship. Boards exist not for themselves, but for the organisations and stakeholders they serve. To govern well is to ensure that the table of decision-making is occupied by those who can challenge, contribute and guide responsibly. The future of governance will be shaped not only by frameworks and codes, but by who sits in the seats of accountability.

So boards must reflect:

• Does our composition reflect the complexity of the environment we govern?
• Are we balancing skills, independence and diversity, or defaulting to convenience and familiarity?
• How do we ensure genuine succession planning rather than recycling the same pool of directors?
• Will stakeholders see our board as a representative, competent and legitimate body of stewardship?

Governance will not be remembered for how often boards met, or how many reports are produced. It will be judged by the calibre and composition of those entrusted to make decisions, and by whether those decisions served society with integrity and foresight. This is the benchmark against which every board will be measured.

The imperative for directors, nomination committees and shareholders alike is clear: look beyond the convenient metrics. Be intentional about who sits at the table, for it is they who will write the story of your organisation: a story of value created or value destroyed.

* Nqobani Mzizi is a Professional Accountant (SA), Cert.Dir (IoDSA) and an Academic.

** The views expressed do not necessarily reflect the views of IOL or Independent Media.

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