From AI to SPACs, Boards Face a New Era of Governance

by - October 9th, 2025 - Events

Photo of an audience paying attention to a session at the 2025 Corporate Governance Conference presented by the Institute for Excellence in Corporate Governance at the UT Dallas Naveen Jindal School of Management.

The Institute for Excellence in Corporate Governance at the Naveen Jindal School of Management presented its 23rd Annual Corporate Governance Conference Sept. 24. It tied together diverse but connected threads — from academic research to family office partnerships, corporate foundations, AI in the boardroom, and special-purpose acquisition companies (SPAC). The event’s unifying theme was that governance itself is being reinvented as boards face new challenges, tools and responsibilities.

Photo of Kristin Kaufman speaking at the 2025 Corporate Governance Conference presented by the Institute for Excellence in Corporate Governance at the UT Dallas Naveen Jindal School of Management.
Kristin Kaufman

Kristin Kaufman, founder and president of Alignment, Inc. was the Max Hopper Leadership Series Speaker. Her presentation was titled “The Strategic Imperative: Driving Organizational Excellence Through Alignment.”

Kaufman compared today’s companies to the sport of crew, saying fast-moving markets demand that everyone in the company, from the governing board to the front lines, row in the same direction to ensure the same vision, strategy, culture and execution. She compared the board to the coxswain, the person in charge of steering and making sure the rowers are in unison.

Photo of Brad Oates speaking at the 2025 Corporate Governance Conference presented by the Institute for Excellence in Corporate Governance at the UT Dallas Naveen Jindal School of Management.
Brad Oates

Brad Oates, chairman at Stone Advisors, provided an overview of the IECG’s updated Professional Governance Certificate Program, which is targeted to former professional athletes from the NFL, NBA, WNBA, NHL, MLB, NWSL and Olympic athletes who aspire to be candidates for corporate board positions.

The course curriculum consists of a hypothetical case study that is a composite of several board issues in which they have clashed with internal management.

“Hierarchy practice is shifting,” he said. “Think of a system, living complex system with integrated agents, human governance — not just board but also management. And now we’re going to have AI agents both inside and outside. So the complexities that we’re adding to this is going to be generational.”

Photo of Suresh Radhakrishnan speaking at the 2025 Corporate Governance Conference presented by the Institute for Excellence in Corporate Governance at the UT Dallas Naveen Jindal School of Management
Suresh Radhakrishnan

Dr. Suresh Radhakrishnan, Constantine Konstans Distinguished Professor in the Jindal School’s Accounting Area and director of research for the IECG, provided an update on academic corporate-governance research. He showed how governance thinking has shifted from early agency problems to current complex challenges of executive pay, investor influence and risk oversight.

He described the types of companies and environments in which cyber-attacks are more prevalent.

“It’s more visible in firms with more intangible assets, firms which do not have a risk committee as part of the board,” he said. “The consequences of a cyber-attack, especially if there is personal financial information that is compromised, the stock market basically reacts extremely negatively … all of us kind of intuitively know that, but this happens on average as well. It’s not simply one-off cases. Then how do the boards typically respond to this? Remember the CEO’s bonus on average gets cut when this happens. If you are in the C-Suite, pay attention to your risk management profile.”

As for staggered boards of directors, Radhakrishnan said that conventional wisdom may not have the most accurate read.

“If you want the managers, the C-Suite offices to be more long-term oriented, what is the easy way to do it?” he asked. “Have a staggered board.”

Photo of the ESOP-Family Office panel at the 2025 Corporate Governance Conference presented by the Institute for Excellence in Corporate Governance at the UT Dallas Naveen Jindal School of Management
From left: John Kober, Jim Hirsch, Michael Mellon, Al Near, Jim Massey

An afternoon panel focused on how companies structured as employee stock ownership plans (ESOPs) are increasingly partnering with family offices — private investment entities managing the wealth of high-net-worth families — to co-invest in businesses.

John Kober, a partner at Morgan Lewis, and Jim Massey, senior vice president at a global financial services firm, were co-moderators. Jim Hirsch, president of Air Tractor Inc.; Michael Mellon, CIO at Eaglebine Capital; and Al Near, chairman and CEO at Hossley Lighting & Power Solutions; were the panelists.

“Everyone in this room kind of manages their own family office,” Mellon said. “You invest your investment portfolio, you plan and pay taxes, you go and pay your bills and you do some charitable work. And that’s what we do in the family office, just on a slightly bigger scale. The biggest focus is really more on the investment side of the business, and it’s a pretty broad mandate, kind of a key phrase in family offices. If you met one family office, you’ve met one family office because everyone is going to do things their own way.”

Hirsch discussed his experiences with acquisitions and partnering with family offices and forming an investment philosophy from that.

“First in my mind was stay in our lane,” he said. “We’re a manufacturer. We build aluminum parts and steel parts and understand industrial manufacturing pretty well. We probably shouldn’t be messing around with a pizza business or something like that, right? … Transportation, airplanes, aviation related stuff makes a lot of sense for us. So again, stay in your lane.”

Photo of the SPAC panel at the 2025 Corporate Governance Conference presented by the Institute for Excellence in Corporate Governance at the UT Dallas Naveen Jindal School of Management
From left: Gregg Ballew, Matt McCloskey, Doug Ramsey, Albert McLelland

The event wrapped up with a discussion about SPACs — shell corporations that are listed on stock exchanges to raise capital by acquiring private firms, allowing them to go public with fewer regulatory filings.

Albert McLelland, chairman of the audit committee at Breeze Holdings Acquisition Corp., was the panel’s moderator. Panelists were Gregg Ballew, a professor of practice in the Jindal School’s Accounting Area and IECG executive director; Matt McCloskey, president and head of equity capital markets at I-Bankers Securities, Inc.; and Doug Ramsey chairman, CEO and CFO at Breeze Holdings Acquisition Corp.

Ballew, speaking after the conference, said that what stood out to him this year is how governance itself is evolving — not just in theory, but also in practice.

“Whether through research, new ownership models, technology or capital markets, boards are being challenged to think differently and lead with resilience,” he said. “Getting connected with the IECG is a great way for these leaders to take advantage of that kind of thought leadership, which we offer at the Jindal School.”

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