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The Importance of Board Member Actions for Cybersecurity Governance and Risk Management

The Importance of Board Member Actions for Cybersecurity Governance and Risk Management

Jeffrey G. Proudfoot, W. Alec Cram, Stuart Madnick, Michael Coden
This study investigates the challenges boards of directors face in providing effective cybersecurity oversight. Drawing on in-depth interviews with 35 board members and cybersecurity experts, the paper identifies four core challenges and proposes ten specific actions boards can take to improve their governance and risk management capabilities.

Problem Corporate boards are increasingly held responsible for cybersecurity governance, yet they are often ill-equipped to handle this complex and rapidly evolving area. This gap between responsibility and expertise creates significant risk for organizations, as boards may struggle to ask the right questions, properly assess risk, and provide meaningful oversight.

Outcome - The study identified four primary challenges for boards: 1) inconsistent attitudes and governance approaches, 2) ineffective interaction dynamics with executives like the CISO, 3) a lack of sufficient cybersecurity expertise, and 4) navigating expanding and complex regulations.
- Boards must acknowledge that cybersecurity is an enterprise-wide operational risk, not just an IT issue, and gauge their organization's cybersecurity maturity against industry peers.
- Board members should focus on the business implications of cyber threats rather than technical details and must demand clear, jargon-free communication from executives.
- To address expertise gaps, boards should determine their need for expert advisors and actively seek training, such as tabletop cyberattack simulations.
- Boards must understand that regulatory compliance does not guarantee sufficient security and should guide the organization to balance compliance with proactive risk mitigation.
cybersecurity governance, board of directors, risk management, corporate governance, CISO, cyber risk, board expertise