If someone asks me, “Can a Policy Governance® board have co-CEOs?” my longish reply is some version of ”Yes. However . . .”
Let’s deal first with the “yes” part of my answer. It is not inconsistent with Policy Governance if two people occupy the role of CEO. The board directs the co-CEOs as a single entity. The co-CEOs are jointly accountable for achievement of the benefits that the board has determined the organization is to produce for specific persons. The CEO entity is also jointly accountable for choosing means within the board-determined limits of prudence of ethics. Seems pretty straight forward, the board might say. When can we start? Which is exactly when I start the “however . . .” part of the answer.
You’re probably thinking as you read this: I know why this isn’t a good idea for a board to consider. Your list is likely much longer but probably includes the following:
- Disagreement and conflict between two senior leaders are inevitable
- It’s confusing for employees
- Competition will inevitably trump collaboration
Why would a board even think this might be a good idea? It’s not like there are lots of successful examples. In July, I read a Wall St. Journal article about Netflix’s decision to go with co-CEOs. The author was not overly optimistic about the durability of the arrangement, supporting his view by citing research that had found only two among the largest U.S. public corporations using co-CEOs.
And then, of course, I read another article, written by the co-CEOs of a large polling firm. Speaking from experience, they build a compelling case for co-CEOs. Leadership today, the authors explain, demands that conventional skills such as decisiveness and independence are balanced by less conventional soft skills such empathy, collaboration and patience. One person embodying two sides of this leadership coin is rarely, if ever, available. The authors also argue that organizations today are too complex and the demands on a solitary CEO, unforgiving in scale and scope. Why not co-CEOs who together offer the full range of necessary leadership and the capacity to accomplish more?
In theory, this seems reasonable. Fortunately, the authors share their rules for making this practicable. I’ve adapted these rules to fit a Policy Governance board.
- Distribute authority but not accountability. At the start of this article, I suggested that a Policy Governance board would consider the co-CEOs as a single entity who would be jointly accountable for achieving – or not – the board specified Ends. Internally the co-CEOs might divide their areas of authority and responsibility – but remain indivisibly responsible for the result. The co-CEOs do have the authority to choose the means used in achieving the board’s Ends policies. So this rule can be tailored for a Policy Governance context.
- Staff and volunteers must know which decisions each co-CEO is holding the authority to make. Unless there is clarity throughout the organization about the roles played by each co-CEO, you can imagine how frustrated staff might become by the inefficiencies of not knowing how to get the go-ahead. This rule can also be tailored to fit a Policy Governance board. The board might look at its Treatment of Staff policies to see what policy items might need to be amended to avoid an unacceptable situation of staff being unclear about lines of authority.
- Set clear expectations. The board sets its expectation for results to be achieved, for whom, at what worth and the limitations of prudence and ethics for the single entity that is the co-CEOs. A board must remain steadfast in assessing the performance of the organization as the product of the CEO entity, and not be tempted to assess each individual’s performance separately. That means they succeed or fail together – the board should not pick and choose between them. This also means compensation and incentives are jointly considered. This third rule of setting expectations is already done by a Policy Governance board.
For me, the above is another illustration of how it is possible to tailor application of Policy Governance principles to fit varied organizational contexts.
- The final rule is that any co-CEO situation requires the “right” team. Co-CEOs must be able to completely trust each other. They must believe each can be relied on to carry out commitments, to protect the other from hazards, and not harm the other’s interest. Co-CEOs need to be confident in the integrity, ability, character and truth-telling of each other. This level of trust does not exist without exceptional communication skills and a willingness to talk to each other about that trust. Any board embarking on this path needs to be fully aware of the importance of trust in this relationship and the organizational risks when it does not exist.
I recently worked with an organization that chose to employ co-CEOs, for reasons that proved ill-founded. The board was reluctant to hurt the feelings of a long-standing second in command when the board decided to hire someone from outside. So, it chose what seemed a reasonable solution: put both into the co-CEO role. Each had different talents which were attractive to the board. The board was optimistic that by working together, the co-CEOs could work out the differences between decidedly different visions for the organization and create a positive synergy. To try and help the situation, the board kept as two equal priorities, Ends policies that reflected the differing visions. The board believed that it would be able to mitigate serious differences. When the board brought in an outside person to resolve the conflicts, the writing was on the wall. Sadly, many people were hurt and there was considerable turmoil and ill-feelings within the organization when the board chose to abandon the co-CEO model. Had the board tempered its optimism with a more informed look at what was necessary for the co-CEO model to be successful, perhaps its decision would have been different.
So, my answer to the question, “Can a Policy Governance board have co-CEOs?” remains “Yes. However…”
 “Co-CEOs Are Out of Style. Why is Netflix Resurrecting the Management Model?” Chip Cutter. Wall St. Journal. July 17, 2020.
 “Is CEO a Two-Person Job?” John Gerzema and Will Johnson. Harvard Business Review. September 15, 2020.