The board keeps approving decisions the CEO already had authority to make
The Delegation of Authority Framework gives boards and executives a clear structure for who decides, what is reserved, and what must escalate.
When authority is unclear, CEOs bring decisions forward for comfort, directors move into operational detail, and board papers become the place where decision rights get renegotiated.
Informed by ISO 37000 and Australian corporate governance practice. For Australian boards and executive teams in private companies, listed, NFPs and government entities.
Real-world Triggers
Delegation problems appear in ordinary board and executive routines:
- a CEO brings a decision forward for visibility, even though it sits within delegated authority
- directors reopen implementation detail after management has already made the decision
- board papers ask for comfort, without clearly naming the approval required
- committees request operational detail outside agreed reporting channels
- management and the board later disagree about who had authority
- the Delegation of Authority exists, but is rarely used when decisions are being made
These issues become urgent after a CEO or Chair transition, board conflict, audit question, lender or insurer review, acquisition, restructure, sale process, or breakdown in board-management trust.
The Delegation of Authority Framework gives the board and executive team a shared reference point before authority becomes personal, political, or unclear.
What This Solves
Delegation breaks down when the document and the behaviour separate.
The practical problems are:
- unclear distinction between board reserved powers and CEO authority
- decisions escalated for comfort instead of requirement
- directors moving from oversight into execution detail
- committees creating informal reporting paths around the CEO
- executives delaying decisions because authority may be questioned later
- approval records that do not show who held authority, why escalation occurred, or what was decided
The Delegation of Authority Framework makes decision rights, escalation points, and authority boundaries explicit, so directors can govern at board level and executives can act within agreed authority.
Comparison
| Feature / Domain | |||
| Behavioural governance | Names common board-executive tension points | ||
| Role & boundary clarity | |||
| Escalation discipline | |||
| Committee vs CEO boundaries | |||
| Paper quality & decision support | |||
| Designed for | Identify the gaps | Board-ready baseline | Larger or more complex organisations needing detailed authority structure |
What Version Does Your Board Need?
| Situation | Recommended Tier |
|---|---|
| We need to see whether authority decisions are being handled consistently. | Board Readiness Diagnostic |
| We want to see the common tension points in delegation of authority | Essential Snapshot |
| We need a board-ready Delegation of Authority where none exists, or ours is informal. | Foundation Edition |
| We need role-by-role decision rights, escalation paths and reporting expectations. | Governance Edition |
| For organisations operating under the highest levels of accountability. | Institutional Edition |
Where to start
Step 1 - Assess Your Governance
Board Readiness Diagnostic – $649 ex GST
Assess your delegation governance.
Download the Essential Snapshot
Free download. The most common tension points.
Step 2 - Choose Your Framework
Foundation Edition – $2,950 ex GST
Board-ready Delegation of Authority for authority boundaries, CEO delegation and escalation principles
Governance Edition – $12,800 ex GST
Detailed Delegation of Authority system with role-by-role mapping, escalation logic, reporting guidance and adoption materials.
Institutional Edition – Contact us
Built for the most complex boards.