Are you discharging it?
Accountability that exists only on paper is not accountability.
Stage 1 mapped what you are accountable for. This stage tests whether that accountability is being exercised in practice — in decisions, in challenge, in oversight, in the culture the board sets and tolerates. The gap between stated accountability and exercised accountability is where governance fails. Three routes are available. All reach the same place.
Submit your Stage 1 accountability map alongside your completed Stage 2 worksheets. AI reads both, identifies where accountability is being exercised and where it is not, and returns a structured discharge assessment — specific, direct, and ready to act on.
Here is the prompt sequence, in full:
AI works with what it is given. It will not identify what has been omitted from the submission or challenge whether the self-assessments have been completed honestly. For full details of how AI is used in this platform, see our AI & data policy.
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A One Degree consultant reviews the board's decision-making record, delegation framework, and accountability practices — and tells you honestly where accountability is being exercised and where it is not. This is the stage where external challenge is most valuable, because the gaps are hardest to see from inside.
- Decision log reviewed for pattern, reasoning, and gaps
- Delegation framework tested for clarity and oversight
- Accountability stress test facilitated with the full board
- Culture and ethics oversight assessed against the IoD Code
- Structured output: discharge assessment, gaps identified, actions required
Work through the tools below. The statutory tools test whether legal accountability is being exercised in practice. The conduct tools test whether ethical and cultural accountability is active — not assumed.
The most common finding at this stage is not deliberate failure. It is the gradual drift of accountability from active exercise to comfortable assumption. Name it if you find it.
A board decision log records every significant board decision — what was decided, who was present, what information was considered, and the reasoning behind the decision. It is the primary evidence that statutory duties are being discharged. Board minutes that record only outcomes — not reasoning — are a governance liability.
- Does a decision log or equivalent exist for the last twelve months?
- Does it record the reasoning behind decisions — not just the outcome?
- Are conflicts of interest noted and managed in the record where relevant?
- Are there significant decisions in the period that should be in the log but are not?
- Would the log satisfy an external reviewer that statutory duties were being actively discharged?
Delegation is not abdication. When the board delegates authority to management or a committee, it retains accountability for the outcome. A delegation framework makes explicit what has been delegated, to whom, with what financial or operational limits, and what reporting and oversight mechanisms ensure the board remains informed and accountable.
- Is there a current, written delegation framework? Is it known to both the board and the Exec?
- Does it specify financial limits — the threshold above which board approval is required?
- Are reporting requirements clear — what comes back to the board, how often, and in what format?
- Has the delegation framework been tested recently — are there decisions that were made within delegated authority but should have come to the board?
Provision 29 of the 2024 FRC Corporate Governance Code requires the board to make an explicit declaration on the effectiveness of its risk management and internal control framework — applying to financial years beginning on or after 1 January 2026. This is not a new burden for well-governed boards. It is a formalisation of accountability that should already exist. For boards where it does not, the declaration requirement is the prompt to build it.
- Does the board have a current and documented view of its principal risks and how they are being managed?
- Is there an internal controls framework — and does the board have evidence of its effectiveness?
- Who is responsible for maintaining the framework and reporting on it to the board?
- Is the board prepared to make the required declaration — and if not, what needs to change before it can?
The accountability stress test asks each board member to account — specifically and in writing — for a named decision or outcome from the last twelve months. Not in general terms. For a specific thing that happened. It surfaces, immediately, where accountability is genuinely held and where it has been assumed, diffused, or avoided.
- Select three to five significant decisions or outcomes from the last twelve months
- Ask each board member to write, independently, who was accountable for each — and what evidence of that accountability exists
- Compare the responses. Where they diverge, accountability is unclear. Where nobody can point to evidence, it is not being exercised.
- The exercise is not about assigning blame. It is about identifying where governance needs to be strengthened.
The IoD Code of Conduct places responsibility for organisational culture and ethical conduct at board level. This is not a human resources matter. The board is accountable for the culture it sets, the conduct it tolerates, and the values it demonstrates. This review tests whether that accountability is active.
- Does the board receive regular information about organisational culture — employee voice, conduct data, grievance patterns, exit interview themes?
- Has the board explicitly discussed culture in the last twelve months — not as a policy review, but as a substantive governance conversation?
- Are the board's own conduct and dynamics consistent with the culture it expects of the organisation?
- Is there a mechanism for raising ethical concerns that reaches the board directly — not only through the Exec?
The most common governance failure at this stage is the board receiving information about what the Exec has done and treating that as evidence that accountability has been discharged. It is not. The board's accountability is discharged through challenge, decision, and oversight — not through being kept informed.
- Challenging management's proposals and assumptions
- Making decisions within its reserved matters — with recorded reasoning
- Actively overseeing what has been delegated — not just receiving reports
- Holding the Exec to account for delivery against agreed objectives
- Operating within the limits the board has set
- Reporting accurately, completely, and in time for the board to act
- Escalating decisions that exceed delegated authority
- Maintaining the internal controls the board has approved
Where the Exec is not reporting accurately or escalating appropriately, the board's accountability is being undermined. That is a governance matter — not a management one.
Stage 3 builds the record that demonstrates accountability has been discharged — the standard the 2024 FRC Code now requires.
Continue to Stage 3 →