You know the pattern: I show up, tell a story from a seat I actually sat in, and we get into what it takes to lead technology when the official playbook and the real one are two different documents.

Today’s topic is governance, which I realize is not the word that makes anyone lean in. Nobody pitches “Let’s talk about decision rights” at a dinner party. But ask any CIO what’s actually slowing them down right now — not the answer they give in the QBR but the one they give in the parking lot afterward — and governance lands in the top three almost every time.

So let’s skip the usual “You need a strong RACI and a clear charter” routine, because if a strong RACI and a clear charter were the answer, governance would have been solved in 2007.

The Meeting That Decided Nothing (Again)

Picture a meeting you’ve been in. The decision on the agenda is real and it matters, the business case is sound, and the stakeholders are aligned. You walk in expecting a “yes” or at least a “no” you can work with. Two hours later, you have neither. What you have is a follow-up meeting, plus a pre-meeting for the follow-up meeting and someone who’s going to “circle back with their leadership.”

You’re Fixing The Wrong Layer

Most CIOs who set out to fix governance aim at the wrong target. They redesign the meeting and rewrite the charter, refresh the RACI for the third time this year, and end up with a new template wrapped around the same result. The reason it doesn’t take is that governance is only the visible layer. Decision rights are the foundation underneath it, and if those rights still belong to a regime that’s no longer steering the business, or a previous leadership team, funding model, or parent-company arrangement, no amount of meeting redesign moves anything.

Picture This (The CFO, The COO, And The Tech Decision That Needed Both)

I had a sizable refresh, the kind that needs a serious budget conversation and carries operational weight across the business.

My direct leader was the CFO, doing exactly what a CFO does, reading the decision through an EBITDA lens at year end with a strong preference for what it would do to the number. The catch was that EBITDA wasn’t the right lens for this one. The COO saw what was really at stake, because the impact would land in operational outcomes the CFO wasn’t measuring.

Same decision, two different shapes, depending on whose office you were standing in:

• In the CFO’s office: “How much, how soon, and what’s the payback?”
• In the COO’s office: “How fast can we get this in front of operations, and what does it move?”

Both of them were right for their roles. The decision sat in the gray between them, where the CFO couldn’t see the operational upside, the COO couldn’t move the budget, and nobody owned the whole picture.

Now add the gatekeeping layer, because this is where it gets fun. We were a wholly owned subsidiary, so the question of who actually owned the decision had too many candidates:

• The direct leader (CFO), who controlled the budget cycle
• The COO, who owned the operational outcome
• The SteerCo, chartered to align cross-functional decisions but with no authority to make them
• The parent company, with explicit rights above a dollar threshold and implicit rights below it, and the implicit ones were always more dangerous
• The RACI, which assigned roles confidently but was drafted under a structure that no longer existed
• And then maybe me, as the head of technology, the one with the P&L, the team, and the budget authority … apparently on paper only

The decision wasn’t stuck because anyone disagreed. Everyone wanted the refresh. It was stuck because the forum we kept pushing it through had been built for a different operating logic, back when the EBITDA frame and the operational frame met somewhere with a clear tiebreaker. That forum had quietly stopped existing in any real sense. Nobody dismantled it on purpose, and nobody was defending it either. It just ran on habit while the business reorganized around it, and we were driving a 2026 decision through a 2019 charter and a 2017 RACI, under a parent-company framework nobody had touched since the deal closed.

So I stopped pushing it through the forum that supposedly owned it and moved it somewhere else, quietly, into a room with the right people, where the COO and CFO could align in real time, the parent company had someone with standing to speak for it, and the SteerCo got looped in on the outcome rather than the decision. Inside a week, the call was made and the refresh was funded. The official governance structure kept meeting every other Thursday to discuss other things, probably the contract with food services.

Old Regime Vs. Modern Governance

Want to know where your governance sits?

Old Regime Governance Assumed:

• Strategy moves on annual cycles.
• Decisions need consensus before they need speed.
• Authority follows seniority.
• The safest decision is “no.”

Modern Governance Assumes:

• Strategy moves on event cycles: deals, AI shifts, cost pressure.
• Decisions need speed and reversibility, not consensus.
• Authority follows context, not title.
• “Not yet” is a decision, and so is “yes, with a tripwire.”

Most CIOs don’t live cleanly in either mode. They’re stuck in the seam, with old charters still on the books, old forums still on the calendar, and new pressures landing on top of all of it. That’s a decision-rights failure wearing a governance costume.

Here’s The Question I Ask Every CIO I Work With

Map the last 10 decisions that actually mattered, ones that moved budget, shifted a timeline, or changed who owns what. Where did they really get made, and who was in the room? Hold that against your governance charter. If the two lists don’t match, habit is running your business.

• Look at your decision forums. Making calls or rubber-stamping calls made elsewhere?
• Look at your authority maps. Does each decision sit with someone who has the context or someone who has the title from a previous era?
• Look at your parent-company interface. Where does explicit authority end and implicit authority begin, and does anyone actually know?
• Look at your SteerCos. Built to coordinate, adjudicate, or provide cover? And which are they actually doing?
• Look at your RACI. When was it last refreshed to match how the business runs now, instead of three reorgs ago?

Where the answers stall is where your decision rights are stuck in a previous regime.

Why This Matters Now

CIOs are working in an environment that no longer rewards old-regime governance, and most companies haven’t updated theirs. AI mandates need decisions in weeks rather than quarters. Every buy-side, sell-side, or carve-out deal exposes an authority handoff nobody bothered to formalize, and cost pressure keeps forcing reprioritization faster than charters get rewritten. PE and conglomerate owners are leaning back into operational oversight, so the decision-rights questions companies quietly tolerated for years are about to get loudly contested.

My Point Of View

“Most CIOs are blocked by a governance model where decision rights were assigned under a regime that no longer exists, defended by people who’ve forgotten why, and enforced by processes built for a slower business. The fix is a quiet, deliberate relocation of authority to wherever the context actually lives.”

The Takeaway

The next decade of CIO effectiveness will go to whoever has the nerve to look at their inherited governance, name what’s actually happening underneath it, and redraw the decision rights to match the business they have now, not the one they had when the charter was written. Strategy moves at the speed of the decisions that carry it out, and those decisions move at the speed of the authority sitting underneath them.

Modernize the decision rights now, or keep meeting about it later.

I Want To Hear From You

When was the last time your governance actually decided something, and was it the forum on the charter or somewhere else entirely?

I welcome your perspective. Drop a comment below or connect with me via email: jschiavone@forrester.com.