In 2025, it is unthinkable that a major business wouldoperate without an AI strategy, data governance framework, or cybersecurityroadmap. Yet many of the boards charged with overseeing these priorities stilllack the digital fluency to challenge or support them effectively.

Despite more than a decade of digital disruption, Australianboards remain dominated by traditional functional backgrounds — finance, law,and general management — with technology still barely represented.

What the Numbers Say

ASIC data quoted in the May Edition of Company Director Magazine (AICD) shows that in 2024:

• 40% of board members had a banking, accounting or finance background
• 70%  come from Finance, Legal or general management combined
• Just 7% of directors have a technology background

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Mismatched Priorities

If you look at any Board Priorities report from recentyears, you'll see recurring themes.

1. Economic conditions (becoming Geopolitical concerns in 2025)
2. Artificial Intelligence - the need to balance risk and opportunity
3. Climate and ESG - evolution of responsibilities and reputational impact
4. Technology and innovation - including digital transformation
5. Cyber security and data privacy - increased incidence of events and higher costs
6. Succession planning and talent development - considerations for the future of work

And yet, the KPMG Global Tech Report (2024) also found that:

• 69% of Board members had only moderate access to the required skills to effectively navigate technological and regulatory disruption, and future trends
• 89% of tech leaders rely on third-party insights (including regulators) to guide tech strategy
• Many organisations suffer weekly business continuity disruptions due to foundational IT flaws, ageing systems and unresolved technical debt.
• Only a small proportion of boards are confident in measuring the ROI of technology investments

What's causing the lag?

1. Tenure - the average non-executive director (NED) tenure on ASX 300 boards is between 5–7 years, with 54% having served more than five years. This suggests a level of stability — but also implies that many directors were hired to address the priorities from last decade. If you look at the same reports for 2019, neither AI, Cyber, ESG or Innovation make the priorities list.
2. Qualifications  - one of the most requested qualifications for a director, after GAICD, is the Certified Practising Accountant (CPA). It is a signal of finance literacy and ability to understand the balance sheet. There is no single equivalent technology qualification. No box for recruiters to tick or term for ASR to search for.
3. Affinity bias - the most requested experience credential for an ASX directorship? An existing ASX directorship! To be one of us you must be...one of us already.

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Strategic Implications

The implications are more than theoretical. Without tech-literate directors:

• Boards cannot effectively challenge management on digital investments
• They may overlook cyber vulnerabilities or underestimate AI risks
• They will struggle to attract and retain digital-savvy talent that want to play at the tech frontier
• Worst of all, they risk missing the opportunity technology presents and being blindsided by disruption they should have seen coming

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What Needs to Change?

1. Board Composition: Boards must intentionally recruit members with deep experience in technology, data, cybersecurity, and innovation — not just generalist executives with a passing familiarity.
2. Ongoing Education: Directors must invest in upskilling, including briefings on emerging technologies, AI ethics, digital business models, and cyber regulation.
3. Strategic Technology Committees: Just as audit and risk committees became standard, boards may need dedicated technology or digital subcommittees or     advisory boards to properly scrutinise fast-moving developments.
4. Succession Planning: Nomination committees should look beyond traditional CVs and prioritise candidates who understand the levers of 21st-century value     creation.
5. New Talent Welcome: We must stop looking in the same places for talent and remove the hurdle of existing directorships as entry criteria. Succession planning must be strategic about when new talent can come in and learn the ropes.
6. Reverse     Mentoring: Pair experienced directors with tech-savvy emerging talent.     Swap experience and knowledge. Create a safe space for both to learn.

The Bottom Line

Companies without tech-aware boards face a growing andmaterial risk: making high-stakes decisions without the insight to understandthem. As Australia pushes toward innovation-led growth and improvedproductivity, boards must do more than acknowledge technology — they must bebuilt for it.

Sources

• Company Director Magazine, May 2025 Edition
• KPMG Global Tech Report 2024
• KPMG On the 2024 Board Agenda
• EY Asia-Pacific Priorities 2024
• Deloitte Board Agenda and Trends 2025
• Guerdon Associates: Tenure of ASX 300 Directors

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