Inside CVC: Joanna Massey on Board Governance in a Digital Age: AI, Trust, and Mass Incitement

In this episode of Inside CVC, Joanna Massey explores how AI and digital platforms are reshaping boardroom governance.

The conversation examines how polarization, employee stress, and shifting expectations around free speech are impacting decision-making inside companies. Joanna introduces the concept of “mass incitement” and explains why boards must take a more active role in overseeing how technology influences behavior, culture, and risk.

The discussion also covers the role of trust and transparency in today’s workforce, why productive disagreement is critical for innovation, and how boards can navigate increasing pressure at the intersection of business, society, and policy.

A clear look at what it takes to govern effectively in a digital, divided world.

In this episode, we discuss:

•  How AI and social media are reshaping governance, employee behavior, and board-level risk 
•  The rise of polarization and “mass incitement” and what it means for oversight and accountability 
•  Why trust, transparency, and productive disagreement are now critical to innovation and decision-making 

Transcript

Inside CVC w Joanna Massey

Steve Welcome to inside CVC, the podcast that brings together leaders in innovation and capital and investment to explore the trends shaping the business of corporate venture capital. I'm your host, Steve Smith, and together with Philip Wildman, we're speaking with corporate investors, entrepreneurs and ecosystem builders. Driving the Future of Innovation inside CVC is brought to you by Path Advisors, helping corporations and startups unlock sustainable growth through strategic partnerships. To learn more, visit ups.com. That's letter u hyphen path dot com. And to catch up on all of our episodes, search inside CVC on your favorite podcast platform or visit update.com. In this episode, we explore governance in a digital age, how boards should think about risk, trust, and accountability, particularly as AI reshapes corporate culture, brand exposure, and decision making inside the boardroom. Our guest is Doctor Joanna Macy, board member, researcher and advisor focused on governance free expression in the real world. Impact of AI driven polarization. She brings a rare blend of perspective across corporate leadership, behavioral science, and legal research. In this conversation, we discuss how brands set boundaries for speech and behavior inside organizations, how mass incitement and misinformation change the risk landscape, what it takes to rebuild trust in an era of deep fakes, and why productive disagreement is becoming a core governance capability. Here's our conversation with Doctor Joanna Macy. J. Joanna, thank you and welcome to inside CVC. How are you today?

Joanna Doing very well. Thank you. Thanks for having me.

Steve Today is going to be a lot of fun. Really rethinking about board governance, about risk. We'll talk about some of your work in those areas as part of today's conversation. The theme for today's conversation is Rethinking governance in a Digital Age. So why don't we start with that? What does that mean to you in the work that you're doing?

Joanna I think there's a couple of different things. Some of them are very obvious. Some of them actually aren't. So AI is the undercurrent to all of that. But when I say AI, I'm not just talking about AI in terms of how we're using it in the business, how we're using it, you know, in the boardroom and all that kind of stuff. Because obviously that's important. In fact, at this point, large language model usage is table stakes. It's just it's not even a thing that you talk about anymore because everybody is doing it and you should be doing it. Um, but I think part of what I've been grappling with in work that I've been doing has to do with the division that's happening, um, between people's, uh, and whether it's in our companies, with our employees, whether it's in the boardroom, with board directors. There is such divisiveness because of AI that has happened in this country, in the United States over the last. I'd say it started back it actually started thirty years ago with Google. But that will make this answer very long. So I won't go there yet. But it it started a very long time ago. And we are seeing the results of that and how people have become very divided and unable to, how do I put this? Well, unable to, um, work through differences in a productive way. And I, in my work, I site, I put a lot of that on the results of what AI has done to us over the years, um, and, and how we perceive each other. And I think that's actually something that's a serious issue for governance because it impacts our employees and their ability to do work to be productive, you know, for the company to grow. Um, it impacts our ability to be good fiduciaries of the corporation as board directors and of the stock, and to consider which direction we want the company to go in and how to get it there.

Steve So as you've written around liberty and responsibility, you've said that liberty was never really meant to be limitless in a world of the Googles, the social media platforms, AI, free speech. How should corporate boards really interpret that idea in today's digital economy? And where do these social platforms like AI have these sort of, you know, this this enormous social influence, not only on the brands, the companies, I would say the people that walk through the halls of these companies as well.

Joanna Well, that's exactly it. And that's actually my guess that there's an impact on brands and on companies, but it's on the employees talent. Employees are one of a company's biggest assets. They're the most they're the intangible asset, right? But they are the biggest asset. You don't have a company without employees. And the the impact of what's happening today in the United States is causing people a lot of stress, and that is going to impact them at work. It doesn't matter if it's happening at work or not. It's going to impact how they show up at work. I mentor a lot of women and have had a lot of conversations in the last year about stress and pointing out to them how it's impacting their ability to focus. And it's not just women, it just happens that because I'm a woman, I mentor women who are coming up the ranks. But this is happening to all employees. But in terms of the question of liberty was not meant to be limitless. It. I wrote a digital book, um, that we're actually going to, I'm putting on Amazon. So for people who still want to read actual paper books, they can get it, but it's, it's called, um, free speech is not a free pass to spew hate. And in doing research for that book, for Cornell Law School, it actually started as a policy paper and evolved. Um, what I discovered was that many of our founding fathers, like Jefferson and Madison, did not believe that wrote the Constitution with the understanding that my freedom stops where yours begins. So yes, I have free speech, but I don't have free speech to the extent that I'm allowed to speak in a way that then takes away your liberties, your freedoms, your ability to live happily. And right now that is happening in the United States. And free speech is grossly misunderstood, in my opinion, because First Amendment, the First Amendment. And, um, and I know you all thought we were going to be talking about governance here, but I'm going down this track right now.

Steve Please do. It's important. Yeah. Please do.

Joanna The First Amendment says that we have free speech against the government, not against private companies. A private company is absolutely allowed to tell its employees how to speak with each other, how to behave at work. All companies are allowed to do that, including Twitter, Facebook, Instagram, TikTok, Snapchat, you name it. So this idea that putting a cap on hate speech is somehow prohibiting people from their freedom of speech is actually not one hundred percent accurate. And I believe that it's really important in governance. And back to the purpose, the point of our conversation in companies, because when you have people who show up at work who want to express here, I'll give you an example. Somebody drives into the parking lot, they've got a bumper sticker on their car for name the candidate. Right. And we are in such a divisive period right now that that could cause some anger and animosity. I mean, it could really cause a problem. Now you're not going to tell an employee they can't have a bumper sticker on their car, obviously. But at the same time, I've been in situations and this was ten years ago. I've been in situations where as in working in corporate communications, had to work with the HR department to write an email to the entire company to remind them that we believe in a diverse work culture. And diversity means diversity of thought, and that means all sides, all opinions are allowed and that we should respect each other and all those. But we are in an era where we've gotten so sucked into cancel culture over council culture, which I prefer. Council culture. Say something. It upsets me or it offends me, let me tell you and express that in a nice way. I don't have to be mean about it. And then, you know, we can get on with it or have an understanding, but it's just not the way it's been going down because people are so tense right now.

Philipp Joanna, it's a pleasure to have you on the show. Thank you for your time. What you just said in regards to free speech and what corporates can do and should do. I would love to hear your perspective on accountability in the age of speech platforms. Talk a little bit about that. You know, we have meta with TikToks, and boards are being forced to define what responsibility looks like right from for employees. And also like when their technologies amplify harmless or misleading content. So where should boards draw a line in this dialogue? And then afterwards, let's come back to the point you just talked about cancel culture or cancel culture.

Joanna The answer is as unique as every company that's out there. And because the reality of it is there are some companies like Nike, for example, who are going to be very outspoken about their position on supporting athletes, you know, supporting, um, it's a very, it's a very liberal company. Right? You have another company, Patagonia, for example, which is very outspoken about its, its desire to help the environment and sustainability. So you don't work for Patagonia if you don't believe in climate change, and if you don't believe in climate change, then at very least you go to Patagonia knowing that you're working for a company that believes in climate change and is trying to do something about it. Um, and then on the other side of the political aisle, you have, um, uh, chick fil A, which is absolutely, very publicly, uh, in its mission statement, dedicates itself to serving God and to its conservative agenda. All fine. Right? Those are companies that have all chosen to come out and to define themselves in a certain way by their brand. But then you've got other companies where, I mean, look, when I came up the ranks in corporate communication, you would never take a position on something like that. After all, like if I had a political or a social view as a company, you wouldn't buy my chocolate, buy my sneakers, eat at my restaurant, you name it. If I upset you. So why? I want to be everything to everyone. Why would I box myself in that hole? And yet, we're in an age where companies have felt forced to do that. Some of them do it and embrace it. Some of them don't. Some of them back away from it. We're not in that business. We don't want to do it. So it's really up to the board. I do not think it's a decision that the CEO and officer should make on their own. I absolutely think it's something that you have to consult the board for, because if you do it and it goes sideways on you and the board didn't know, then there's a liability issue there. If you can show a good decision making process and informed decision making process. Then you've got a different dynamic in terms of good governance.

Steve Joanne, I'm curious with what you describe. And over the last year, we have seen business leader after business leader after business leader in Washington, on the stage in these very political and capitalist circles, right in this overlap. Does that concern you?

Joanna I think that the issue is we are dealing with an administration and a white House that is openly using business and using its power against businesses. And so you corporations, especially public companies, but also private public companies, have a fiduciary obligation to their shareholders to do what's in the best interest of the business and the shareholders, primarily the shareholders. And that means doing what's in the best interest of the business. And if that means going to Washington. And if that means donating money to certain things that. You know, are on, you know, super PACs that involve, you know, the the president's wish list. Inauguration might be one example. We know, for example, Jeff Bezos, Amazon that donated a lot of money, as did. I believe Facebook and Jeff Zuckerberg, you know, so, um, you know, we've been told that there are, uh, corporations who are donating to the, um, the construction on the east wing. So, you know, there, there may be in this era very good reasons for companies to do that. Now, as someone who, um, has spent her career as a brand watchdog, my job was to protect the company, the brand, all of the employees, all of the officers and directors. As a head of communications, now as a lead director and chairman of the board, I have this a similar responsibility to protect the company so that it, you know, so that we can get the most for the shareholders. Um, you know, different stakeholder this time as a, as a board director, but exact same thing that I was doing in my operating career, in my opinion, you know, personal opinion, would I want my CEO out there doing that? No. But as a chairman of the board, lead director, independent director, if that's what we need to do in this era in order to get business done, then yeah, we have to do that. It is our obligation.

Philipp This just kind of like staying with that. And coming back to your comment earlier around council and cancel culture, right? Where do you think it's coming from that there is such a strong cancel culture right now.

Joanna So I think that, um, there's a couple of things today. You've got a generation that looked at a situation and said, this is a mess. And they had social media and they had their own megaphone, and they can go out there and they can say whatever they want, and all of a sudden it's very public. They have a power that no generation before them has had. So the reason I say that is because when you got to the Me Too movement, right? Hashtag MeToo twenty seventeen, all of a sudden all these CEOs and all these practices and look, I come out of Hollywood, trust me. Like the casting couch was not a euphemism. It was a real thing, right? It's not it. I'm not saying that ever happened to me, by the way, with any of my bosses, please. But I'm just saying that, you know, sexual harassment is definitely a thing in Hollywood. Or was, um, all of a sudden you had a level of empowerment from a group that had been disempowered for decades. I mean, a, I mean, you could go back centuries and, and that was that felt strong. And then you had, um, Black Lives Matter and that felt strong and emboldening and, you know, and you had all these things start to build. And all these people who never had a voice before suddenly had a voice. And the pendulum, unfortunately swung all the way. I wish they could see what I'm doing here, but I'm making a gesture with my hands that it went from, let's say, a forty five degree angle all the way over to the other side, right? And the problem with that is when a pendulum swings that violently, it's, it's going to swing back just as violently. And that's when we saw the pushback on quote unquote woke culture. Um, so the cancel culture was born in that twenty seventeen era. I'm sure it goes back a little further than that, but I'm just going to call it twenty seventeen for now. And then the pendulum swung back and people really pushed back against the idea of cancel culture. And sort of like, this is what I believe and this is what I said, and I'm not going to apologize for it. Um, I, I certainly think there's a middle place that we can get to and we will get to, but right now we're still sort of in that violent pendulum swinging situation.

Philipp So, so Joanna with with that, um, you've coined this term mass incitement to describe how repeated exposures to harmful content. And I think that's, you know, fits very well in what you just said. Can lead to real world violence and discrimination. So what kind of board level oversight is needed to address that?

Joanna So when I wrote the, um, free speech is not a free pass to spew hate. And in doing the research for that and looking at the laws and how we currently, um, how we currently legislate against hate speech, I realized that we needed a new category for, um, which is to your point, what you said I call mass incitement because right now in us, the law is that if you, if somebody says something that puts me in imminent danger, like I'm going to go kill her. Well, that person's going to get a visit from the FBI and the police and a whole bunch of other stuff. But if they say I hate her, she should. She shouldn't. She shouldn't exist. She should be, you know, taken off the face of the earth. That doesn't really put me in imminent danger because they're not really threatening me. They're just quote unquote, expressing their opinion, but they're expressing it in a violent way. And in the United States, we have a whole group of laws called tort laws. I'm not going to make this boring. That's pretty much as legal as I'm going to get right there. The thing about tort laws is we legislate things that have caused foreseeable harm over a long period of time. So cumulative and foreseeably harmful. Think asbestos in buildings, think lead in paint, think you know, warnings on toys, all that type of stuff. That's all based on tort law and hate speech on social media is exactly that. It might not be the first racial slur that causes the riot or the problem. But cumulatively, over a period of time, we can foresee that it is going to cause problems and we're seeing them, whether it's people having to carry guns to mosques or churches and, you know, any place of worship, you know, people worrying about dressing in traditional dress because they'll be stereotyped and possibly, you know, targeted. This is not this is not living our lives freely. This is not, you know, um, having, uh, freedom and fairness for everybody as we pledge. So I think that their mass incitement is a way to put a framework around a problem we have in the US, because our laws have not caught up with the reality of social media and the damage that it can cause.

Steve Joanna, when you describe that in how we as as humans, our brains physically react different to tweets. And I know I'm, I'm, I'm, I don't know if the right word is guilty of that, but I'll use it. Right? My, my human, my, my body reacts to these things exactly as, as you described, but, but through the lens of a board, as a corporate leader, how do you use behavioral science to design these communication systems that reduce that polarization? Understanding how humans are reacting to these types of communications right now, unintended consequences of those sorts of communications. How is a board a corporate leader? Do you navigate that?

Joanna It's really challenging and it depends on again, this is another one of those answers where it's as unique to every corporation. It's the way to handle it is as unique as every corporation that's out there, because it really depends on the officers and directors involved. The challenge that having conversations that are extremely challenging right now, because what's happening is that our, our we have this old system. It's our automatic brain. You've probably heard it referred to as the reptilian brain. Um, you might have heard it referred to as amygdala amygdala hijack. Cute things like that. And you might have heard the the response mechanism referred to as fight, flight or freeze. Those are all pretty popular sayings that people are familiar with. But what we don't think about is how often it happens to us. And that's what I encourage people to do, because we live in a very divisive time right now, and nothing will get your automatic brain kicking into gear faster than somebody disagreeing with you, because it's going to put you on the defensive immediately, and you're either going to want to fight back or you're going to freeze, Or you may just get up from the table and leave the room. But you know. But it's because the problem is that this part of the brain does not know the difference between a tiger and a tweet. Right? And, and when I talk about this around the holidays, which we are right now, um, I often say the, this part of the brain, the automatic brain doesn't know the difference between a tiger on the prowl and a relative on a rant. And so we can react in a very, in an automatic way where the executive functioning part of our brain, which is the part of our brain which does exactly what it sounds like, you know, self-control, decision making, rationalization, that part of the brain gets turned off when the automatic part of the brain kicks in. And if you don't have rational thinking, decision making, and self-control online, when you're having a challenging conversation, it's not going to go well. And so it's really about educating people and, and creating a environment where they can have these types of conversations. Now, I could give you the three steps, no problem. But if I really, really want to boil it down to one thing and only one thing, it's come at a conversation with curiosity, not with judgment and blame.

Steve The natural, I think, consequences of that when you apply that to these other roles that you that you have in your career as a, as a board leader and etc.. Right? That then stifles innovation. It stifles diversity of thought. It, it negatively impacts the fiduciary responsibility of the board to drive shareholder value if you're not addressing these things.

Joanna I want to touch on something you just said, because you really just hit the nail on the head. When I do corporate talks, I tell people flat out, in order for a corporation to grow, we have to innovate. And in order for us to innovate, you have to have friction because necessity is the mother of invention. And so you have to disagree. You've got to have diversity in the room. You have to have differences in order to innovate. Like this is what we have to have as companies so that we can grow, so that we can be responsible fiduciaries to our shareholders. So it is tantamount incumbent on us urgent, in my opinion, that companies figure out how to get employees back to a place where they can disagree, productively, disagree without being disagreeable, however you want to put it. We need to allow differences and we need to allow them to be spoken and worked through, because that's how we innovate and grow.

Steve As diversity, equity, inclusion, ESG all of these things are now under attack recently. Do you think there's a growing fear to have those types of conversation to perhaps Avoid the tension.

Joanna I definitely think there's fear around the acronyms Dei and ESG. Absolutely. And I've been telling people for several months now, don't use them. Don't, you know, phrase it differently? When I say diversity, yes, I'm talking about, okay, diversity and gender diversity and ethnicity, diversity in cultural experience, diversity in thought. I can give you so many examples of corporations where they didn't have enough diversity in the R&D process, and created a product that instantly was problematic for a large portion of their consumer. And one of the really well-known stories is Starbucks. Starbucks came out with, um, in an effort to be better to the environment and not use plastic straws. They came out with a different kind of straw that was much stronger. And it turned out that there were certain people with disabilities who then could not, um, because of the disability in the way that they put the straw in using their mouth could not actually use the straw. And so it was this large segment of their population that they might not have even been aware of that suddenly couldn't use this. You know, they couldn't drink their product and, and they had to work with the, I think it was the, uh, American American disabilities. They worked with a couple of special interest groups to fix it. But what that says to me is that they didn't have anybody with disabilities necessarily on their R&D team. Like, that's the kind of difference I'm talking about, you know, whether we say diversity difference, whatever word it is you want to use, there have to be different experiences in the room in order to drive growth. I've worked at companies when ESG started to be something that we were going to be putting into our 10-q and our in our filings, right? We were going to report it on it. And then all of a sudden, there was this the SEC announced that it was going to possibly mandate certain disclosures, and there was a whole hullabaloo about that. And PS the SEC has yet to do it. Um, but companies suddenly were putting things in and trying to figure out ways to look like they were, you know, environmentally, socially and governance wise and really, let's be honest, focused on environmental and social, not necessarily on governance. You know, and they were trying to do things to make it look like they were good corporate citizens, when in fact it was irrelevant. They were checking a box. But then there were other companies that were actually being good corporate citizens. I used Patagonia as an example earlier there. You know, certainly Ben and Jerry's is a very well known example of a good corporate citizen. Um, there's tons and tons of companies that are, uh, you know, but it needs to make sense to your business or it needs to be built into the fabric of your business's DNA.

Philipp So you just talked about regulation, right? You talked about SEC, um, you've advocated in some of your papers, um, that we should modernize some of the laws specifically around section two three zero and updating FCC authority. How can boards and corporate leaders proactively engage in shaping smarter digital governance before regulation is imposed on them?

Joanna So you brought up the FCC as an example. The Federal Communications Commission regulates radio and TV, broadcast, radio and TV. They don't regulate cable. They don't regulate podcasts, which we're on right now. They don't regulate social media. Why not? Well, the FCC's mandate is to serve in the best interest of the public. So why wouldn't they mandate that? Why wouldn't they regulate those things? Well, because they were working in the best interest of the public because broadcast radio and TV used public airwaves. Right? They shoot over airwaves that are public. That, my friends, is a differentiation without a distinction anymore. Because cable, Wi-Fi, podcasts, you name it, we all run something. Some part of this transmission is running on public ground, underwater, in space. It's all public airwaves. It's all public space now. So why has the FCC never been expanded to cover cable and podcasts and social media? It's we can do it. We absolutely can do it. And then when it comes to section two thirty, which you referred to, there was this thing called the Communications Decency Act. The entire act got wiped out within one year of being enacted, just wiped out, except section two thirty. And section two thirty is the part that says that social media companies are not responsible for what their users post. And there have been a lot of attempts in Congress to change that by Bipartisan attempts to change that. They've just never made it through. And I think it's time that we changed it. It's it also sort of we're dealing with so many problems right now. Just take that one out of the mix and let's create a new, you know, different framework for how to manage what we're dealing with in terms of all of this hate speech and anger that's going around. That's really, as I started with earlier, saying, it's jeopardizing people's ability to live a life of freedom of, of liberty. You know, the pursuit of life, liberty and happiness is not possible in an era where AI is dividing us and social media is allowed to transmit within seconds to millions and millions of people to spew hate and, and, and, um, racist comments that make it difficult for some Americans to live their life peacefully and productively.

Steve Trust is a big deal here on in everything you just described and in a world of lots of deepfakes, lots of misinformation. What is the role of the company? To maintain trust? To rebuild trust. And how does a board hold its leadership team accountable for doing those things?

Joanna I think that it is absolutely the company's responsibility to hold trust. Not all of them do. And so, you know, it is tantamount in this era that companies be transparent because if you don't give them the information, they are going to go get it somewhere else. And you might not like what they find out and you might not like the, the spin that was put on it. It will probably be inaccurate. So you might as well tell them yourself. This old idea of like, say nothing. It's so ancient now. Um, and I always tell leaders and in the boardrooms, you know, obviously there are certain things we can't say, okay, if I'm in the middle of an M&A transaction and word leaks and all of a sudden all my employees become nervous because they think they're going to lose their jobs. Well, I can't go out there and say a lot. If I'm in the middle of a transaction that's not legal, I've probably signed an NDA or something to that effect. However, I always encourage CEOs to do a town hall anyway. Even if you get up there and you say to the majority of the questions, there's not a lot I can say right now. I wish I could, and as soon as I can, I will. But please know that, you know, we are acting in. We are the lifeblood of our organization. You are this, you're that. We've got your best interests in mind. You know, the company is going to prosper. Whatever the messaging is. It doesn't matter that you can't tell them everything. At least get face to face with them. That's what these two generations expect.

Philipp Joanna, this was a fascinating conversation. Um, and I would love for you to share your message like a call to action. Uh, if you may, for, you know, the board board members, board chairs of, you know, big companies, smaller companies, people who may be on, on a board, uh, in the future. What is one kind of like action, um, they should take away if they listen to this, what they should be doing differently.

Joanna I think the one thing that they can do is really encourage, um, management to allow differences, to allow discussions, um, to get away from this idea of cancel culture versus cancel culture. Embrace differences. I do think that is actually something that the current administration is trying to do. It's just come down in such a heavy handed way. About you can't ask this and you can no longer say this, and you can't have these quotas and you can't have that, that it, it feels, um, it feels like it's stifling, but in reality, it's actually trying to open it up. And I can see how that would happen. But the, the way it's going to open it up is by allowing differences, allowing people to disagree and teaching them how to do it in a productive way, because that's what's going to drive growth and revenue and shareholder value.

Steve That's this week's episode of inside CVC. As always, thanks for listening. To hear all of our episodes. Find inside CVC on your favorite podcast platform or visit ups.com. Forward slash podcast.