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Aneetha de Silva GAICD speaks from 30 years in the transport, infrastructure and government sectors.
Having seen the consequences of allowing groupthink to take root, Aneetha de Silva is passionate about encouraging varied viewpoints on the boards she chairs.
“A genuine diversity of thought has been a challenge on most boards I’ve been on. Without leadership at chair level to ensure genuine robust debate... the board can become less effective in its oversight around strategy, risk and operational issues.”
De Silva is a lawyer with three decades of experience in infrastructure, transport, government and consulting in Australasia, South Africa and Asia. She is chair of peak transport industry association Transport Australia, deputy chair of the North East Link State Tolling Corporation and sits on the Melbourne Arts Precinct Corporation board.
Lesson 01 - Don’t let the board become a rubber-stamp exercise
As chair of Transport Australia, I work hard to consult with directors and stress test our thinking before the board agenda is set. I give them a heads-up about issues they should reflect upon in conjunction with reading the board papers. During the board meeting, if it’s a difficult or contentious issue, I’ll go around the table to give everyone an opportunity to say something before we make a decision.
However, on at least two of my previous boards, decision making has occurred outside of board meetings, turning them into a rubber-stamping exercise.
This sort of behaviour becomes transparent quickly. I had conversations with other directors who picked up on it. Decisions had been made over drinks or dinner the night before the meeting, or with phone calls between two or three directors. They basically thrashed out an issue, then walked into the meeting and created a cabal-type setting.
This behaviour leads to factionalism and side conversations, which weaken the board and produce less optimal results for the organisation.
If the chair sees directors as partners in driving management to achieve optimal outcomes, a higher-quality performance will come out of that organisation. If the chair is not encouraging directors to engage and have robust conversation, the board will be less effective.
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Lesson 02 - Know the end point of a transformation journey
Three years ago, I was asked to step into the chair role to lead a transformation journey at Roads Australia (RA). I’d been on the board for four years. The stakes were high — RA is a membership-based organisation and there was a genuine risk our key members would leave. Although it’s the peak industry association for the transport sector, with a 73-year history of bringing public and private sector decision makers together across the supply chain, it was seen as old-fashioned and out of touch with the sector and members.
We embarked on a wholesale governance review and replaced the dated constitution. We appointed a new CEO, who changed the entire executive team. We also redefined the strategy. Last year, we pivoted our strategic direction with a brand and name change to Transport Australia. Several of these changes went to the AGM and were overwhelmingly approved.
I’ve been a director of two other organisations on transformation journeys. I learned how important it is to ensure the board fully understands the issues and what the end point is. The board needs to gird its loins and support management. Some directors have the stomach for it, some don’t. Others think they have the stomach for it, but really don’t. You have to be honest about how that’s going to work — and if it goes wrong, you have to be prepared to pivot quickly.
Lesson 03 - Directors need to be custodians of the horizon view
There’s a natural tension between the drivers for management and board. Management is predominantly focused on immediate performance metrics. The board should always look beyond the short term to the horizon. Directors need to ask, “Will this revenue stream endure or do we need to understand it’s finite and treat it accordingly?”
At one organisation, there was an investment in a particular part of Asia that started to look worrying because the geopolitical conditions were changing incrementally. I’ve had a lot of experience in Asia and had a strong view that the investment settings would deteriorate in three to five years. It took nearly two years of raising concerns at the board table to change the assumption of “We’ve hit upon rivers of gold and don’t really want to think beyond that”.
We ring fenced that business and let it become more self-sustaining, rather than continuing to inject capital from headquarters. If the settings changed and we were unable to make the level of margin we wanted, we wouldn’t have that enterprise-level exposure.
To resolve management-board tension, you need directors with strategic thinking skills and the courage to persist with their point of view. Ensuring there is a discipline around constantly testing assumptions that underpin your financial and non-financial metrics is key. Groupthink can be a terrible weakness.
This article first appeared under the title 'Getting a grip on groupthink' in the April/May 2026 Issue of Company Director Magazine.
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