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Leadership & Governance Newsletter

January 2005

Does being “hands-on” improve accountability?

The other day I heard an attorney acquaintance say with some pride that his board (the board he chaired) was a hands-on board in order to assure accountability. “Hands-on” typically means we are closely engaged in collaboratively helping (or “advising”) in the means and methods of the organization. What my acquaintance didn’t realize was that so-called “hands-on” behavior by the board probably was accomplishing the opposite; robbing the capacity for accountability. In fact, it simply reinforces the board’s own inadvertently retained responsibility for what it thinks it has delegated!

It certainly is conventional wisdom that being hands-on increases accountability. Because we are looking closely over the shoulder of the CEO and helping with means, we think we have better accountability. The over-the-shoulder, hands-on approach certainly gives the feel of assuring accountability. But accountability is fundamentally the principle of holding the other person accountable for what he or she does (or accomplishes). However, we must first legitimately be able to hold him or her accountable before we try. If we tell him what to do and he does it, we remain responsible for the results, not him! He simply did what we asked. He is an extension of us. (That is like trying to blame a tool when it slips, or the tool doesn’t do the job.) By telling him what to do or by participating in the decision, we have retained accountability and failed to assign it. That is also true if we require approval for various means the CEO would like to try. If we approve the proposed action ahead of time, we own it. (Which is why weak or uncertain CEO’s take hot issues to their boards for approval – the board owns it if it approves it!)

Furthermore, if we advise a subordinate, including a CEO, our (top-down) advice is difficult or impossible to distinguish from instruction, and it is unclear at best who has accountability. Advice from a board is usually just advice from individuals directing their comments to the CEO in the board meeting. If the board had consensus or was unanimous on a piece of “advice,” it wouldn’t be advice any longer, would it? It would, in reality, be instruction. There is no such thing as advice from a board. Often boards play a heads-I-win,-tails-you-lose game. If things go wrong and the advice wasn’t taken, the board blames the CEO for not taking their advice (belying the fact it was advice), and if things go wrong after having taken the advice, we say that it was, after all, advice, and he could have done something else. What a bind advice from a board creates for the CEO.

In governance we are particularly interested in results and don’t have much time as a board to spend on means. We must legitimately assign the authority and the accountability to our CEO to get the job done. Consequently, Policy Governance^® assigns the accomplishment of ends prescriptively and only stipulates the means to be avoided, letting the CEO pick the best means his wisdom and resources can obtain. For that he or she can be held accountability.

Finally, accountability is legitimately fully completed by asking for proof of accomplishment or compliance on both counts (ends and means-avoidance). We can select the frequency of that information and thereby monitor closely or less closely, depending on our judgment regarding the ability of the CEO, thus relaxing or tightening the accounting, but not the accountability. Being more “hands-on” does neither.

Richard M. Biery, M.D. 2005

(Policy Governance is the registered service mark of John Carver; the authoritative website for the Policy Governance model can be found at www.carvergovernance.com.)