Leadership PwC

Can Boards Do a Better Job of Holding Themselves Accountable?


Sponsored by PwC

PwC’s 2025 survey of corporate directors suggests that boards are all too aware they need to boost their effectiveness. Our Roadmap for accountability aims to help.

The role of a corporate director has never been more challenging—or more critical. 2025 has continued to usher in a wave of disruptive forces, ranging from an uncertain regulatory environment and geopolitical instability to AI transformation. The complexity of board responsibilities is only expanding under the weight of these external pressures, demanding a deeper commitment and more active participation from directors to provide effective oversight. 

As this complexity has grown, so has a sense of dissatisfaction among directors about the boardroom experience. For the first time, PwC’s Annual Corporate Directors Survey reveals that more than half of directors believe at least one fellow board member should be replaced. What is fueling this perception of underperformance? Is it a lack of commitment or specialized expertise? Or is it symptomatic of deeper cultural barriers that limit open, candid dialogue in the boardroom? 

Our survey of more than 600 public company directors suggests that relying on current practices or maintaining the status quo is no longer sufficient. Just as executives and employees have continually reinvented themselves to stay relevant, board members must adapt and evolve for the success of their companies. 

Encouragingly, directors overwhelmingly agree they have the capacity individually to drive board improvement through enhanced education, stronger interpersonal relationships, and a greater willingness to speak up and challenge prevailing norms. Nonetheless, many boards appear hesitant to directly address individual underperformance. In fact, directors tell us there’s a clear need for a transformative shift in how boards operate and how directors hold one another accountable. The cost of inaction is too great, not only in financial terms but in possibly eroding the confidence of key stakeholders. 

It is our hope that the Annual Corporate Directors Survey serves as a roadmap, enabling directors and executives to take decisive action toward driving sustained corporate success. 

Are boards avoiding tough conversations on performance?

Frustration in the boardroom is mounting, and directors are increasingly acknowledging it. This year’s survey reveals discontent with peer performance is at a record high: 55% of public company directors surveyed believe that at least one of their board colleagues should be replaced, up six percentage points from last year. This may suggest that directors are becoming more candid about underperformance among their peers. It may also reflect a greater understanding that directors are looking for more from each other in today’s dynamic business environment. Of those directors that believe a director should be replaced, 41% say it is because they don’t contribute meaningfully to discussions—the top reason cited. When directors say that a peer is failing to contribute meaningfully, the critique often goes beyond attendance or technical qualifications, reflecting a broader concern about alignment, engagement, and boardroom dynamics. In many cases, they believe that long tenure can lead to diminished performance, with directors becoming less engaged or falling behind evolving governance expectations. 

An emphasis on collegiality helps to create an environment in which underperformance is acknowledged but often left unaddressed. A culture of respect and civility is critical to effective governance. But when it becomes an obstacle to change, it can prevent a board from seizing on opportunities to bring in fresh perspectives, align skills with strategy, and model the behavior it expects from management. 

Board improvement starts by looking inward

Board members are self-aware: The vast majority (88%) of directors say they can personally take steps to make their boards more effective. This recognition is an encouraging sign that directors are ready to drive their boards toward greater accountability. 

Interestingly, directors’ responses fall into two distinct but complementary categories: Nearly half (45%) cite expanding their expertise through additional education or training as a priority, while others emphasize strengthening interpersonal dynamics and boardroom culture. This includes building better relationships with fellow directors (33%), encouraging diverse viewpoints or innovation (25%), and being more willing to speak up during discussions (24%). 

What directors do as individuals matters; greater effectiveness starts with the mindset and actions of each member. Directors who pursue ongoing education and training on emerging topics are likely better equipped to contribute meaningfully to complex discussions. Likewise, strengthening interpersonal relationships fosters greater trust and candor, both critical to tackling challenging topics and holding one another accountable. 

Expectations are evolving, but board skills may not be keeping pace

Despite shifting strategic demands and intensifying oversight responsibilities, boards continue to focus on familiar territory when adding new directors. In this year’s survey, the top three areas of expertise boards plan to add remain unchanged: industry knowledge (34%), financial acumen (27%), and operational experience (22%). 

These preferences raise an important question: Do these capabilities fully reflect what companies will need moving forward? For example, executives often view board priorities through a different lens, one shaped by daily operational challenges and long-term strategy execution. The contrast is telling. Currently, less than one-third (32%) of executives say their boards have the right mix of skills, underscoring a growing disconnect between boardroom composition and executives’ perceptions. 

Without a broader re-evaluation of board skills, the pipeline risks reinforcing the status quo, leaving the company underprepared for the pressures it’s already facing. And as the board reassesses its competencies, it should not lose sight of the importance of demographic diversity, which remains critical for helping companies effectively serve employees, customers, and communities. 

Getting a complete picture from board assessments remains elusive

For a tool that is central to board effectiveness, the board assessment process remains surprisingly ineffective in many directors’ eyes. In this year’s survey, most directors (78%) say their boards’ assessment does not provide a complete picture of overall performance, and more than half (51%) say their boards aren’t sufficiently invested in the process. This suggests that many directors view the assessment process as a compliance exercise that may satisfy governance requirements but fails to drive real change. 

The consequences are significant. Board assessments should offer clarity, spark growth, and promote mutual accountability. But if directors don’t view the process as credible or constructive, it’s unlikely to facilitate the kind of introspection and action boards need. 

To be a catalyst for stronger performance, board assessments must move beyond routine formalities and become tools for continuous improvement. That means embracing individual assessments, periodic independent facilitation, and actionable follow-through. 

Directors are starting to explore AI in the boardroom

Few developments are reshaping the business landscape as quickly or profoundly as AI and generative AI (GenAI). And yet most boards are still figuring out how to engage with it meaningfully. This year, approximately one-third (35%) of directors say their boards have incorporated AI into their oversight roles.  

The most important factor slowing boardroom engagement is unfamiliarity. Over one-third (38%) of directors believe their boards do not receive sufficient education on AI developments; nearly half (43%) say their top concern on AI is keeping up with the pace of change, highlighting a knowledge gap that requires more attention amid such rapid evolution. This sense of uncertainty may be influencing not just how boards oversee the company’s AI strategy but how individual directors engage with the technology themselves. While some directors may be curious about how the technology could enhance their own workflows—such as potentially summarizing board materials or identifying relevant trends—others may hesitate to experiment with tools they are not yet familiar with. 

The impact of AI is already reshaping strategy, risk, and innovation. Ultimately, integrating the technology into effective oversight starts with education and dialogue; it requires a responsible AI framework that supports director accountability and upholds core fiduciary duties. 

Roadmap for accountability

Throughout our research, one message has emerged: Directors are operating in a more complex, more demanding environment, and board accountability must rise to the occasion. Directors recognize the need for change, whether it’s improving individual performance, reassessing board composition or creating space for more open and honest dialogue. But recognition alone isn’t enough. 

The path forward requires more than structural adjustments. It calls for a cultural shift, one that begins with individual directors, is reinforced by collective board action and board leadership, and is supported by the executives who partner with them. The Annual Corporate Directors Survey includes a roadmap that outlines clear steps each of these parties can take to cultivate a board culture defined by shared ownership and responsibility. 

Conclusion: Holding boards accountable

Boards today face rising expectations, and the greatest risk is failing to adapt. Across these findings, one theme is clear: Accountability isn’t just about oversight of others — it starts within the boardroom itself. Unlike most organizational structures, boards operate without a traditional hierarchy. Directors are responsible for holding one another accountable in an environment in which peer oversight—not top-down authority—is the norm. This is what makes culture, relationship-building, and self-discipline so essential. Without a strong internal commitment to performance improvement, even the most well-structured boards can fall short. 

Whether through individual growth, collective reform, or stronger board–management partnerships, directors and executives have a clear opportunity to lead by example. With commitment and a shared sense of purpose, the boardroom can evolve to meet the moment and set the tone for the future of governance.