Building contestability in your governance committee’s decisions

Scrutiny of decision making is at an all-time high and it has never been more important to ensure that your governance committees are appropriately considering and deliberating the decisions that they make. Better business decisions come from the sharing and consideration of different ideas, which can improve business outcomes, drive performance and help you to break free from the status quo.

How do your governance committees make decisions?

Are papers put forward for only noting or recommendations endorsed quickly without time to consider alternate ideas or to challenge assumptions and supporting information?

Do committee members meet and agree outcomes before the meeting is held?

To increase accountability, innovation and consideration of diverse perspectives, we require ideas to be contested, but what does this mean in the governance context?

Contestability - Ideas and decisions are openly and robustly challenged to drive performance and accountability.

What does contestability look like in action:

  • Informed, respectful and robust decisions of options by committee members on how best to achieve desired outcomes.
  • Different perspectives and ideas are heard from a range of committee members, not just the line manager or ‘subject matter expert’.
  • Innovation and new ideas are encouraged to challenge the status quo.
  • Wins are celebrated and failures lead to lessons learned, establishing a positive accountability culture, not one of shame and blame.

What happens when you don’t have contestability?

  • Committees are noting papers or endorsing decisions made outside the boardroom without proper discussion and consideration of alternative views.
  • Business continues to be done as it always has, lessons are not learned and new ways of working are overlooked.
  • Emerging risks are missed, as are new opportunities.
  • Projects and plans are subject to slip, putting your budgets, scope, schedule and benefits at risk without any consequences for the accountable officer or contingency plans in place.
  • Members focus within their direct line of management and do not cross into other areas leading to siloed thinking and patch protection.
  • Transparency is lacking, raising the integrity risk of decisions.

Contestability requires an established culture that supports positive accountability and governance arrangements established to enable proper decision-making processes. Within your governance frameworks there are several ways you can support your committees to contest ideas and decisions:

  1. Quality papers – the quality of discussions and committee decisions often rides on the quality of the papers that inform them.
    Papers need to be circulated in advance, giving members enough time to read and prepare, but not too much time passes that the information becomes out of date.
    Papers need to be concise, clear and complete, with information provided only where it adds value to the decision or remit of the committee. Whilst genuine circumstances arise when a paper needs to be circulated late, allowing this to become the norm can lead to poor governance,
  2. Meeting preparation - The expectation that committee members are required to prepare for meetings needs to be clear and explicit. When papers are read in advance presenters can ‘take papers as read’, and present by exception, with a focus on answering questions and for the committee to deliberate options.
    Presenters can come better prepared for the meeting when complex or challenging questions are given ahead of the meeting (where this is possible) Proper preparation requires them to gather information in advance and be well across their ‘brief’. This reduces questions taken on notice or decisions made without all relevant information.
  3. Periodic rotation of roles within the committee or lines of management results in members looking beyond their current responsibilities, which may change at the next rotation. It helps to break down silos and behaviours of patch protection.
  4. Clearly documented roles and responsibilities that avoid duplication of effort and facilitate effective decision making. Mapping these across the enterprise’s governance framework, including how information flows between governance bodies, will help to optimise reporting and remove bottlenecks that increase bureaucratic burden.
    An empowered secretary supported by a well-resourced secretariat to take care of the administration of a committee is fundamental to building a good governance culture. Members must understand their role and how it differs from their ‘day job’ and line management responsibilities.
  5. Independent reviews of the functions and performance of governance committees to ensure they are optimised and operating as designed. This can identify better practices and readjust your governance arrangements as your operating environment and organisation evolves over time.

What we offer

Is Your Organisation Delivering with Structured Governance?

Do you need to improve the contestability of your committee’s decision making?

We are experts in governance, with deep experience as Committee Chairs, Members and Secretariats, in addition to employing professionally qualified lawyers, accountants and auditors. This gives us a unique combination of experience and expertise to advise you on getting the most from your governance structures.

Holan Legal and Assurance can help you establish governance arrangements that support contestability, building positive accountability and improving business outcomes. We can support you from the design and implementation of governance frameworks through to the review of outcomes and governance arrangements. If you'd like to learn more, contact us today.

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