Boards often rely on plans and precision during times of uncertainty and change, which can counter-intuitively limit future choices. Cultivating an optionality mindset helps them stay flexible while maintaining governance discipline, writes Roger Chao FAICD.
Shortly after the January 2026 Victorian fires, I was reminded just how quickly urgency could harden into false certainty with a board I chaired whose remit was to fund an array of emergency relief and recovery activities. The communities affected by these fires required support immediately, yet the full shape and extent of that need was still being formed. Some losses to individuals were visible straight away, while other impacts would only become clearer as communities moved from the initial shock of the fires into the longer program of recovery.
The most effective approach we as a board could take was to act early without pretending the first plan would be the final one. Donations and relief activity had to reach people quickly, although we as a board also needed to keep enough flexibility and reserves to respond as more evidence became known from impact assessments. Some funding could be disbursed immediately, while some funds still needed to be held back for needs that had not yet surfaced. Uncertainty and public expectation still required action, and it changed the nature of discipline, with the board making room for new information while the facts were still moving.
The issue – plans can close down choice
Boards like plans because plans create a sense of control, but uncertainty pushes the limits of that comfort. In stable conditions, boards can compare performance with plans and press management on execution. In uncertain conditions, the harder but more effective task is to preserve good options. The board should still ask for discipline and accountability, but it should also recognise that the organisation's future value may depend on the options it keeps alive before the answer is clear.
Optionality should be seen as a form of resilience, as organisations with options can adapt when conditions change. Organisations with options can pause, partner, exit, reprice, redeploy people, change channels, or protect a capability that may be important later. Organisations without options may look efficient until the landscape shifts and efficiency then becomes constraint.
This is a conundrum for boards because management is rewarded for delivery, but uncertainty rewards preparedness and flexibility. Excessive slack can be wasteful, but having too little can also leave an organisation brittle. The key role for the board in times of uncertainty is to decide which options protect strategic agility.
Five board disciplines for preserving choice
Optionality requires sharper governance than conventional planning because the board is effectively funding uncertainty. In practice, this means keeping the discussion close to the boardroom and to decisions directors can make. There are five key disciplines that are particularly useful to boards in order to do this.
1. Stop asking for certainty too early
The most common way boards destroy optionality is by demanding certainty prematurely. A new market entry or partnership may be asked to meet the same business case standard as a mature capital project. When this happens, management either inflates the forecast in order to garner board approval or abandons the option altogether. Both responses are detrimental to good governance because the board has effectively forced an early-stage question into a late-stage framework.
There was one board that I sat on which operated across a number of regional areas. Management had brought forward an early digital-service idea that had the potential to expand access to hard-to-reach populations. The board's first reaction was to ask for a fully worked business case. We soon realised that would have forced management to invent precision, so we ended up reframing the request as a learning proposal and experiment - a bounded pilot with clear stage gates and hurdle requirements.
Boards need to be able to separate a decision to learn from a decision to commit during periods of uncertainty. A five-year forecast can still be useful as a model of assumptions, but a board needs to avoid treating it as a guarantee. Boards also need to avoid criticising management for changing a recommendation when the evidence changes.
2. Protect enough room to move
Strategic slack is the capacity an organisation keeps spare so it can respond as circumstances change. It can take the form of capital headroom, relationships that can be activated quickly, a small team that can be quickly deployed or stood up, or time in the executive agenda to spend on these emerging issues. Slack is easy to cut when budgets are under pressure because its value is not always realised until the circumstances change.
Another way boards can destroy optionality is through narrow efficiency pressure. A board can push management to remove spare capacity, reduce inventory, centralise decision-making, consolidate suppliers, and defer capability investment during times of certainty. Each action may make sense in isolation, but the combined effect can leave the organisation exposed should conditions change. What initially looked like disciplined cost control then becomes a loss of agility and ability to respond to these changed conditions.
What boards should do instead is to ask which forms of slack protect strategic agility and which are simply waste. This question is especially important with regard to capital allocation, as a board that approves every dollar in a fully worked plan may actually leave management with little room to respond to changed conditions.
3. Fund learning in stages
This starts with the option thesis – management should clearly articulate why each option is important and which capability it preserves, including the future conditions that may make it valuable. It also needs bounded investment, with the board approving enough money to learn, experiment, protect a right, build a capability, or test a market signal, whilst avoiding large commitments until the evidence justifies further commitment. The funding issue changes from "What is the full return?" to "What must we learn before the next decision?".
A useful tool is an options inventory, which lists the options currently being protected, the cost of keeping each one alive and the evidence point or date for the next decision. It also names the options that have expired, which is important because expired options often create false comfort – especially when they remain in strategy slides long after the organisation has lost the capability or market access needed to use them, including the relationships that make them usable.
One organisation I sat on the board of, that operated in the policy and advocacy space, kept a partnership option alive at very low cost even when the immediate case and resulting payoff from it was weak. We as a board had asked management to name the future condition that would make the relationship valuable and to report back each quarter on how that condition was evolving. Many months later, a change in government policy ended up making that partnership extremely valuable. Our lesson here was that the board had preserved a relationship that would have been difficult to rebuild under pressure, without pretending to predict the future.
4. Decide how an option will be closed
Boards are often better at approving options than closing them, which can create clutter. Each option needs to carry a review date and a clear statement of what would cause the organisation to stop or change approach. Clearly articulated kill criteria protect resourcing and give management the permission they need to report a negative result without fear of reprisal.
Boards should also factor in the cost of closing an option because sometimes closure can be the right move so that capital or resourcing can be released and management attention returned to the main game. In other cases, closing an option saves little and removes a pathway the organisation may require in the future. Being able to balance both of these is an important skill for boards.
Ownership is also just as important because an option without an owner can become a pet project, so a board needs to know who is accountable for learning, spending, risk, and the next decision. Accountability should also be proportionate to the maturity and risk of the option. Early options need learning accountability, whereas later options need execution accountability, and confusing the two can lead to poor behaviour and decision-making.
5. Govern the portfolio as well as the individual option
A board should not examine each option as if it stands alone. Organisations require options across several domains, including markets, technology, workforce capability, regulation, capital sources, and supplier resilience. Some options may defend against downside, while others may open upside. Some options may be cheap and reversible, whilst others may be expensive but time critical. A board should ask whether the option portfolio matches the level of uncertainty and risk facing the organisation at that current point in time.
Scenario planning can also help by asking which options would be valuable in more than one possible future and which commitments now would become dangerous by closing down options, and then turning those questions into actions the organisation can take now.
Boards should also distinguish between reversible and irreversible choices. Reversible choices should move faster because the cost of delay often exceeds the cost of being wrong. Irreversible choices, on the other hand, deserve greater scrutiny, especially when they lock in costs or strategic directions. Many boards (to their detriment) invert this logic by over-scrutinising small reversible moves and under-scrutinising slow decisions that gradually remove future options.
Risk appetite needs to support this work by articulating where the board is willing to accept measured uncertainty in order to preserve future options. A board may have low appetite for customer harm or regulatory breaches, while allowing higher appetite for small market experiments or technology trials. Without this clarity, risk appetite can become a brake on learning.
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