Academia de Guvernanță. From CEO to Independent Board Member: How Leadership Evolves in the Era of Modern Governance
Transitioning from an executive role to that of an independent board member requires a deep mindset shift, along with new responsibilities and leadership impact at the strategic level. On Academia de Guvernanță at Profit.ro TV, Adriana Lobdă, founding member of ENVISIA, and Andreea Pipernea, former CEO of NN Pensii and current independent board member, discussed the challenges, evolution of influence, and role of boards in shaping a company’s strategic architecture.
“On the Field” vs. “On the Sidelines”
Executive and non executive roles in corporate governance are often misunderstood, but distinguishing them is crucial for a successful transition.
Adriana Lobdă explains: executives (like CEOs, CFOs, department heads) are deeply involved in daily decision-making and performance management—they are “on the field.” In contrast, non executive board members operate “on the sideline,” offering strategic counsel with a longer-term perspective, participating in board meetings, mentoring, and focusing on governance rather than operations.
Andreea Pipernea reinforces this distinction: “It’s a transition from solving daily operational issues to thinking strategically—about resources, external market dynamics, and competitive positioning. You move from a hands-on ‘doer’ to a coach—like a player becoming the sideline trainer.”
A Shift in Professional Identity
Moving from decision-maker to advisor can feel like losing control, especially for former CEOs accustomed to the spotlight.
“Switching from decision-making to advisory isn’t always easy—you feel you’re losing control. You’re no longer centre stage, but on the sidelines with a vital strategic role. Your contribution becomes mentorship and partnership with the executive team,” emphasizes Lobdă.
Building trust with executives is essential.
“You win their trust through your expertise—you're not there to impose, but to guide by asking the right questions, providing context, and bringing external perspective,” explains Pipernea.
Independence and Accountability
Board independence is more than a label—it’s an attitude. Lobdă warns against conflicts of interest and highlights the need for continuous self-evaluation.
“Independence isn’t only a title—it’s about maintaining objectivity, recognizing potential conflicts, and managing them transparently to sustain stakeholder trust.”
Board nomination committees (or individuals in advisory boards) must thoroughly assess relationships—financial ties, business interactions, family links—that could compromise impartiality.
Strategic Communication and Contribution
Clarifying roles and responsibilities on the board enables effective communication and collaboration. A non-executive board member must understand their unique vantage point.
Pipernea shares: “One key shift is stepping back from immediate problem-solving to becoming a facilitator and coach. Your role is to ask insightful questions, package context into decisions, and empower the executive team to execute.”
Freed from daily tasks, board members can focus on macroeconomic trends and long-term strategy—supporting informed strategic decisions.
Key competencies include: stakeholder management, harmonizing diverse viewpoints, and building consensus across executives and non-executives.
Communication—a Pillar of Modern Governance
Both Lobdă and Pipernea underscore clear, honest communication as foundational.
“A board member must establish strong relationships not just within the board, but also with shareholders, executives, and stakeholders. Clarity, honesty, and timeliness in communication are critical,” says Pipernea.
The Role of Education in Transition
To support this professional evolution, governance education is vital. The Henley–ENVISIA Postgraduate Certificate in Board Practice and Directorship provides a robust framework for those moving from executive roles to independent board positions, aligned with OECD and international best practices. Applications are open until September 5: Henley Programmes | ENVISIA
Conclusion
Transitioning from an executive role to that of an independent board member demands a profound shift in mindset, identity, and contribution. Though it presents personal and professional challenges, it unlocks the opportunity to influence company strategy. Mastering this transition requires:
- Embracing the role of mentor-advisor
- Upholding independence and managing conflicts
- Communicating strategically and ethically
- Investing in continuous education
5 Key Takeaways for Aspiring Independent Board Members
- Mindset shift: from action to advisory.
- Non-executive roles require objectivity, balance, and long-term vision.
- Communication and ethics form the foundation of strong governance.
- Identify and address conflicts of interest transparently.
- Ongoing governance education is essential to stay relevant and effective.
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