Evolving lines of responsibility between the board and the management

As the business environment continues to evolve in complexity, so does the oversight role of boards. At the same time, investor, regulator, and other stakeholder expectations of board involvement in certain aspects of the business, including aspects traditionally within management’s sole purview, are changing in ways that may blur the lines of responsibility between the […]

Evolving lines of responsibility between the board and the management
Posted by Natalie Cooper, Bob Lamm, Deloitte LLP, and Randi Val Morrison, Society for Corporate Governance, on Saturday, May 4, 2024
Editor's Note:

Natalie Cooper is Senior Manager at the Center for Board Effectiveness at Deloitte LLP; Bob Lamm is Independent Senior Advisor at the Center for Board Effectiveness at Deloitte LLP; and Randi Val Morrison is Senior Vice President and General Counsel at the Society for Corporate Governance. This post is based on a Deloitte memorandum by Ms. Cooper, Mr. Lamm, Ms. Morrison, and Carey Oven.

As the business environment continues to evolve in complexity, so does the oversight role of boards. At the same time, investor, regulator, and other stakeholder expectations of board involvement in certain aspects of the business, including aspects traditionally within management’s sole purview, are changing in ways that may blur the lines of responsibility between the two. Ultimately, management’s job is to manage, whereas the board’s role is to oversee. Effective oversight relies upon maintaining clear lines of responsibility between the board and management.

This Board Practices Quarterly presents findings from a survey of members of the Society for Corporate Governance on the board’s leadership structure, independence, and involvement in a number of business matters, including activities related to corporate strategy, human capital, risk and risk management, and operations.

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