Most organisations contain multitudes. Within their walls operate at least three distinct intellectual worlds, each processing the same underlying reality at a different level of abstraction. Documents — the lifeblood of corporate governance — must speak to each of these worlds in the appropriate register. Those that fail to make the translation tend to produce either bored directors or dangerous decisions. Sometimes both.

Three Levels, Three Purposes

Operational papers are the ground floor of corporate documentation. Written by those closest to the work, they contain everything required to understand, implement and manage a specific activity: process maps, data tables, risk logs, timelines, version histories, contact details and supporting analysis. Their purpose is execution. Their audience is the person doing the job next. Length is not a virtue; nor is it a sin. Twenty pages may be entirely appropriate if twenty pages are needed.

Executive or management-level papers — produced for bodies such as an Executive Committee, Senior Leadership Team or Management Committee — sit one floor up. They are not simply shortened versions of operational documents; they are reframed ones. The detail that enables execution gives way to the synthesis that enables monitoring, guidance and decision. A ten-page management paper drawn from a twenty-page operational document should not feel like a précis. It should feel like a different document that happens to concern the same subject. Key risks, financial implications, resource requirements and interdependencies with other workstreams are brought forward. The granular mechanics of how something is done recede.

Board papers occupy an altogether different intellectual register. They contain almost no operational detail. They are not abstracts, not summaries, not digests. They are, or should be, strategic analyses: documents that illuminate the heart of a matter, connect it to the organisation’s long-term objectives, and equip a group of experienced directors to exercise informed oversight. A matter that fills twenty pages at operational level and ten at executive level may warrant no more than half a page in a board paper. That half-page, if properly written, will contain more genuine insight than either of its predecessors.

The relationship between these three levels is not one of compression but of transformation. Each layer asks a fundamentally different question of the same material. The operational paper asks: how do we do this? The management paper asks: how are we doing on this? The board paper asks: does this advance or threaten where we are trying to go — and what, if anything, should we decide?

The Romeo and Juliet Test

Consider Shakespeare’s Romeo and Juliet. At operational level, the play runs to approximately 24,000 words. It contains two feuding households, a secret marriage, several cases of mistaken identity, a highly questionable approach to medication management, and a body count that would concern any prudent risk committee. Every character, scene and soliloquy is present for a reason. An operational document on the matter would preserve them all.

At management level, one might reduce this to a structured summary: the principal characters and their relationships, the sequence of key events, the proximate causes of the tragedy. The Nurse’s role would be noted. Mercutio’s death recorded. The balcony scene acknowledged, if only in passing. Perhaps ten pages, with an action log appended.

At board level, none of this survives. What remains is the strategic insight: that unresolved institutional rivalry creates conditions in which catastrophic and irreversible outcomes become probable; and that governance failures — the failure to surface the marriage, to manage the exile, to verify material facts before irreversible action is taken — can transform manageable risks into fatal ones. Three sentences. Perhaps four. The board does not need to know about Mercutio. The board needs to understand what kind of organisation allows its most significant risks to remain unaddressed until they become crises.

The Capulets and Montagues, one notes, made no such distinction. Their governance arrangements were, by any measure, inadequate — though their minutes, had any been taken, would presumably have been very thorough.

Practical Matters

Brevity as discipline

Board papers should be short. This is not a counsel of laziness but of intellectual discipline. Brevity forces writers to decide what actually matters — a decision that many, given the option, would prefer to defer indefinitely by including everything and leaving the sorting to the reader. The reader, in this case, is a non-executive director with a full professional life, a board pack that may run to several hundred pages, and limited patience for documents that bury their conclusions.

The three tests for inclusion

Information should appear in a board paper only if it satisfies three criteria simultaneously.

The first is relevance. The question to ask is not “is this interesting?” but “is this essential to an understanding of the strategic implications of this matter?” Need-to-know, not nice-to-know. The distinction matters more than it might appear: a paper that includes everything relevant to a topic, as opposed to everything strategically important about it, will typically be three times too long and half as useful.

The second is forward orientation. The board’s role is to guide the organisation’s future, not to audit its recent past. Historical data and retrospective analysis should appear only insofar as they illuminate what is likely to happen next, or what the board should now decide. A paper that is predominantly backward-looking is, in most cases, a management paper that has been accidentally promoted.

The third is appropriate aggregation. Information should reach the board in the form of summaries, trends, projections and synthesised judgements — not as underlying data streams. Raw data is operational. What it means is strategic. The board is not well placed to construct its own analysis from first principles during a two-hour meeting; it is well placed to scrutinise the analysis its management has already done.

A word on materiality

Organisations vary in what they consider significant enough to warrant board attention, and the threshold should be defined explicitly — in financial terms, reputational terms, regulatory terms, or some combination — rather than left to the interpretive latitude of words such as “material”, “significant”, “key”, “critical” or “fundamental”. These terms are, in practice, synonymous and therefore largely useless as calibration tools. A board paper policy should define what triggers board-level reporting, remove ambiguity from the judgement, and apply consistently across functions. The company secretary, acting as gatekeeper of the board pack, should enforce this standard without sentimentality.

The limits of omission

Brevity has a hard floor. Information should not be omitted if its absence would produce misunderstanding or leave the board unable to exercise proper oversight. The appropriate balance requires judgement: informed by a clear understanding of each director’s existing knowledge, the organisation’s current strategic priorities, and an honest assessment of what the board genuinely needs to make a sound decision or provide effective challenge. These are not decisions to be delegated to the most junior member of the team on a Friday afternoon.

The board retains the right — indeed, the obligation — to request further information on any matter. That right exists as a safeguard, not as a substitute for well-constructed papers.

Plan before you write

The time to remove superfluous material is at the planning stage, before a word has been drafted. Deciding what a board paper should contain — and what it should not — is the most intellectually demanding part of the exercise. Editing a badly conceived document is harder than it looks, takes longer than anyone expects, and rarely produces something that is more than superficially improved.

Authors of board papers should begin not with a blank page but with a clear answer to a single question: what does the board need to understand, and what does it need to decide, as a result of reading this paper? Everything that follows should serve that answer. Everything that does not should be removed — preferably before it is written.

Like the events of Verona, it is considerably easier to prevent a governance failure than to recover from one.