"The business of a company shall be managed by its
directors."
Section 158, Companies Act 2014
In today's increasingly complex regulatory and operating
environment, clarity around the roles and responsibilities of those
leading the organisation are essential. Yet the terminology used in
legislation and regulations regarding the board's role in
'managing' the organisation can create a certain level of
opaqueness. When coupled with the regulatory and media scrutiny of
the actions of the board in the wake of a material issue, this can
also create uncertainty about how far the directors should insert
themselves into the day-to-day management process.
This article explores the distinct roles of the board and the
executive management team, unpacking why the boundaries between the
role of the board and the executive management team can become
blurred. We also examine the risks that can arise if the directors
continuously overstep into operational management, or worse,
