A surprising amount of board–management friction comes down to one unglamorous gap: nobody's clearly written down who can decide what. How much can the CEO spend without board approval? Who signs contracts, and up to what value? What must come to the board, and what's management's call? When that's vague, you get one of two failures — the CEO oversteps, or the CEO is paralysed, checking with the board on things they should simply own.
A clear delegations of authority framework fixes this. It's a plain document that maps decisions to the level that should make them — board, committee, CEO, staff — with dollar thresholds where relevant. It's not bureaucracy. It's the opposite: it frees the CEO to act with confidence, and frees the board from being dragged into operational detail it shouldn't be touching.
Most boards only discover they needed it after a decision goes wrong and everyone argues about who was responsible. Far better to agree it while everyone's calm.
Clarity of authority is quiet, and it prevents a great deal of noise.
Setting up delegations that empower the CEO and protect the board is covered in both courses.
Free tool: the Delegations of Authority register.
Annie
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