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To demonstrate transparency and accountability, the three boards in this study are required to meet in public in front of an audience, although the boards reserve confidential issues for discussion in private sessions. This study examines boardroom public accountability, contrasting it with accountability in board meetings held in private. The study adopts Erving Goffman's impression management theory to interpret divergences between boardroom behaviour in public and private, or “frontstage” and “backstage” in Goffman's terminology.

The research observes and video-records three board meetings for each of the three boards (nine board meetings), in public and private. The research operationalises accountability in terms of director-manager question-and-answer interactions.

In the presence of an audience of local stakeholders, the boards employ impression management techniques to demonstrate accountability, by creating the impression that non-executive directors are performing challenge and managers are providing satisfactory answers. Thus, they “save the show” in Goffman terms. These techniques enable board members and managers to navigate the interface between demonstrating the required good governance and the competence of the organisations and their managers, while not revealing issues that could tarnish their image and concern the stakeholders. The boards need to demonstrate to the audience that “matters are what they appear to be”, even if they are not. The research identifies behaviour consistent with impression management to manage this complexity. The authors conclude that regulatory objectives have not met their transparency aspirations.

For the first time, the research studies the effect of transparency regulations (“sunshine” laws) on the behaviour of boards of directors meeting in public. The study contributes to the embryonic literature based on video-taped board meetings to access the “black box” of the boardroom, which permits a study of impression management at board meetings not previously possible. This study extends prior impression management theory by identifying eleven impression management techniques that non-executive directors and managers use and which are unique to a boardroom context.

Directors’ human capital has long been recognised as vital to ensuring effective corporate governance. While previous studies have sought to link director human capital with specific firm-level outcomes, there are persistent challenges facing researchers who seek to understand better what kind of human capital makes a difference to effective board role execution. This study aims to understand whether the way directors fulfil their roles and contribute to boardroom dynamics is shaped by any human capital they gain via senior executive experience.

We draw insights from 30 in-depth, semi-structured interviews with Indian directors to capture their perceptions and experiences of how a specific kind of human capital, namely the C-suite experience, affects directors' boardroom dynamics and board role execution.

We highlight how directors with executive experience appear to have a more salient set of human capital to draw on. Specifically, they report navigating governance processes differently, displaying a more contextualised understanding of boardroom dynamics and having a broader understanding of the firm’s problems. Doing so enables them to foster constructive board-management relationships and improve their service role execution.

Our qualitative data are drawn from a purposively sampled group in a specific governance system (India). While this does not threaten the key theoretical insights, it does raise questions about their generalisability to other governance contexts.

Directors with executive experience build trust through their orientation towards and understanding of management without diminishing their capacity to scrutinise management decisions. The human capital of these directors appears to engender a more effective and contextualised boardroom dynamic that facilitates the execution of socialised accountability through balancing the control and service roles.

Our findings highlight the potential importance of a shared understanding of the communication and collaboration processes of corporate governance (i.e. a common transactional memory framework) between directors and management. Directors who share this understanding with management are more likely to effectively engage in the service role while not compromising the control role. This shared understanding appears to allow these directors and executives to encode, store and retrieve relevant information they need more effectively, engendering the trust between them that seems to foster socialised accountability.