What is the AI Board Governance Compass?

The AI Board Governance Compass is a proprietary assessment framework developed by Vela Board Advisors. It maps board readiness across 16 governance indicators and four dimensions: Individual (director AI literacy and personal accountability), Board (collective oversight capability), Organization (alignment between executive leadership and board-level AI signals), and Stakeholder (regulatory, insurer, and investor expectations). It produces a scored diagnostic that surfaces governance gaps and a priority queue for action.

What are board directors personally liable for in AI governance?

Board directors can face personal liability for AI governance failures including failure to exercise adequate oversight, approving misleading AI-related disclosures (AI washing), and failing to establish defensible governance processes. D&O insurance often does not cover AI-specific incidents, creating a gap between assumed and actual coverage that boards need to actively map.

How should boards oversee AI deployments?

Boards should establish a baseline of AI literacy among directors, create clear escalation pathways for AI risk, review fairness and bias testing practices, understand the insurance coverage architecture across D&O, cyber, and E&O policies, and maintain a documented governance record demonstrating active oversight. The AI Board Governance Compass provides a structured way to assess and improve across all of these areas.

What is AI washing and why does it matter for boards?

AI washing occurs when a company overstates the capabilities or use of AI in its products or communications. Directors who approve such communications without adequate scrutiny can face personal liability. Boards need the skills to identify AI washing risks in materials brought for approval.

Does D&O insurance cover AI governance failures?

Standard D&O insurance frequently does not cover AI-related governance failures in the way boards assume. Coverage gaps often exist at the intersection of D&O, cyber liability, and E&O policies. When an AI system causes harm, each insurance tower may claim the loss belongs to another, leaving boards exposed. Mapping this coverage architecture is a board governance responsibility.

What is the four-step Vela engagement model?

Vela engagements follow four stages: (1) Assessment, the AI Board Governance Compass maps readiness across 16 indicators and establishes a defensible baseline; (2) Workshop, a facilitated session built around the board's real risks and opportunities; (3) Simulation, a live AI governance scenario where directors make real-time decisions to build instincts; (4) Record, a structured governance record demonstrating active oversight to regulators, insurers, and shareholders.

The Sequence No One Owns | Board Case Study

The situation

HelixImmune Therapeutics is a CRISPR-derived CAR-T platform spun out of an open-science research institute, using AI to optimize personalized T-cell receptor engineering for blood cancers and solid tumors. It is pre-revenue, running on $680M in philanthropic and NIH grants at a ~$75M annual burn, with Phase 1 complete and three letters of intent from major pharma.

The platform's foundation is open science, research that, by design, belongs to the world. But investors want defensible, licensable IP, and academics expect open publication. With 200-plus overlapping CRISPR patents in the field, freedom-to-operate risk is material, and the AI-selected CAR constructs lack the validation trail the FDA requires for biologics filings.

No board-level AI oversight committee exists, the foundation model's training-data provenance is incomplete, and outside counsel has already flagged infringement risk from AI-generated outputs. All of it has to be resolved before the next financing round. (A hypothetical case, for educational use only.)

“Our platform was built on open science, CRISPR research that belongs to the world. If our AI designs the breakthrough, who owns it?”
Dr. Maya Osei · CEO & Co-Founder (hypothetical)

The decision on the table

Structure IP rights for AI-designed CAR constructs, ownership, patentability, and how open-model provenance affects investor and pharma negotiations.
Stand up an AI-assisted-design governance framework before the next round and any BLA filing.
Balance investor demand for exclusivity against the founding open-science ethos and patient-access obligations.

The Sequence No One Owns

Run this case with your board.