Making Complex Moral Decisions in the Boardroom
INTERVIEW WITH MIJNTJE LÜCKERATH AND KIM SMIT
What happens when experience and ambition come together? In this interview series, professors and alumni from TIAS School for Business and Society meet to discuss developments in their field and the impact on today’s world. From the latest technological breakthroughs to the human side of leadership, each edition highlights how knowledge and practice complement and enhance one another.
This time, Kim Smit and Mijntje Lückerath discuss the responsibility of supervisory board members and other governance professionals in carefully balancing the various interests of an organization, including broader societal concerns. How do you navigate this in practice, especially when confronted with conflicting ethical norms?
About Mijntje Lückerath
Mijntje Lückerath is a Professor of Corporate Governance at TIAS School for Business and Society. She also serves as a supervisory board member at Erasmus MC, law firm Pels Rijcken, and NRC Media, and is a Crown-appointed member of the Social and Economic Council (SER). Learn more about Mijntje Lückerath.
About Kim Smit
Kim Smit serves as a supervisory board member at various organizations, including wholesale company B&S, Pantein Healthcare Group, accounting and consultancy firm BDO, and NRG Pallas, a nuclear reactor for medical isotopes.
Previously, she was a Board Member at the Leiden University Medical Center and held several senior financial positions at Shell. Kim ranks 31st in the Top-100 Supervisory Board Members by Management Scope. In 2023, she completed the TIAS Supervisory Board and Governance Program.
Building connections
Kim enthusiastically shares: "What I love about being a professional board member is the opportunity to contribute to multiple organizations across different sectors simultaneously. You meet so many interesting people, and to engage in meaningful discussions, you need to stay informed about content and current affairs. You learn a lot from that. The beauty of it is that you can build bridges between different fields of work. My first supervisory role was at Naturalis, even though I had little prior knowledge of biodiversity. However, my expertise in European subsidies turned out to be very useful there."
Exchanging experience
Mijntje agrees: "That cross-pollination is a valuable aspect of being a board member. You bring knowledge from large organizations to smaller ones, or gain experience in a sector that is ahead in digitalization, providing valuable insights to another industry."
Kim adds: "That’s exactly why I enjoyed the TIAS program so much. Sure, I could have read a book for the theoretical part. But you truly internalize the knowledge through in-depth discussions and role-playing exercises with fellow participants—each with their own experiences as board members across different sectors."
Making ethical decisions
According to Mijntje, curiosity—like Kim’s—is the first essential quality of a good board member. The second is the ability to make both business and ethical decisions in governance.
"In our program, we emphasize the importance of long-term value creation. But the key question is: For whom are you creating value? You have to consider multiple stakeholders: shareholders, employees, customers, society at large, and even the environment. These interests must be carefully weighed, yet they are measured in different ways, so there is no simple formula to plug into a spreadsheet. That’s when you face difficult dilemmas."
Taking societal responsibility
Kim recognizes these dilemmas in her role as a board member:
"I prefer working with organizations that embrace complex challenges and take responsibility in a broader societal context. That’s why I value my role at Pantein Healthcare Group. It may seem less complex than a university medical center, but what I love is their collaboration with various partners across and beyond healthcare to make care accessible and affordable."
She continues: "At the same time, the healthcare sector has long operated under the assumption that its work is inherently good, leading to less attention to environmental impact. However, operating rooms generate significant CO₂ emissions, and the sector heavily relies on single-use materials. These are the types of issues that need to be addressed."
Should you accept a client?
Kim personally struggles with the ethical dilemma of working with clients from controversial industries, such as fossil fuels:
"We see banks, investors, accountants, and law firms increasingly refusing clients from industries under public scrutiny. Yet, phasing out fossil fuels entirely is not feasible at this stage, and these companies are simply trying to do their work properly—they are not criminals. What’s your take on this, Mijntje?"
Mijntje responds: "There are different approaches to moral decision-making. One is a strict principle-based (deontological) approach, where you always follow ethical rules, regardless of consequences. The other is a utilitarian approach, where you aim for the greatest benefit for the most people. This means sometimes making decisions that, from a principled perspective, might feel uncomfortable."
She gives an example: "Take Boskalis, which received heavy criticism for building an airport in the Philippines at the expense of local communities and nature. From a strict moral standpoint, one could oppose the project entirely. But considering a utilitarian perspective, one might argue that if Boskalis didn’t do it, a company with even lower standards likely would."
Encouraging critical thinking
Mijntje highlights the “dirty hands” problem in governance: "As a board member or executive, you often face difficult choices, where there is no single ‘right’ answer. The reality is often less black-and-white than it is portrayed."
She continues: "The challenge for board members is to support executives in their decision-making while also guiding them in effectively communicating these decisions to the outside world. A big part of this is explaining your choices more clearly and encouraging the public to consider multiple perspectives when evaluating ethical decisions."
Kim agrees: "That’s exactly what I appreciated about the TIAS program—it doesn’t give you ready-made answers but instead forces you to think about new questions."
TIAS is the business school of Tilburg University and Eindhoven University of Technology.
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