Setting Strategy: A Road Map for the Board’s Engagement with Management

Complementing the guidance of the 2025 NACD Blue Ribbon Commission Report on Building a High-Trust Board-CEO Relationship, this boardroom tool provides practical guidance for implementing Recommendation #2: Explicitly define how the board and CEO will work together.

How to use this tool: Board leaders (whether board chairs or lead independent directors) can use the insights and practices in this tool to enhance the board’s engagement with the CEO and other members of the management team in the strategy process—including setting and recalibrating strategy.

The traditional view that the board’s role in strategy is limited to reviewing and concurring with management has evolved into a model of deeper engagement. Board involvement continues to intensify as companies face new and ongoing uncertainties, risks, and disruptions, often concurrently. Yet, increased involvement by the board in strategy development may come with increased challenges and potential pitfalls for boards and CEOs—from unclear roles and expectations to different visions of the end goal—which can undermine the board-CEO relationship.

The nature of the board’s engagement in strategy—and the board leader’s role—will vary by company, as will the board leader’s approach (from active leadership to lighter involvement). By addressing the seven areas of focus discussed below, board leaders can help ensure that the board and the CEO have agreed on the steps involved in the strategy development process and clarified expectations and roles. This should help minimize potential friction between the board and CEO, while optimizing the process.