Should the Separation of Powers in Companies Be the Gold Standard?

Éric-Jean Garcia, Affiliate Professor at Sciences Po Executive Education and specialist in leadership and the sociology of collective action, questions the appeal of a one-size-fits-all governance model. Drawing on the work of James March, Michel Crozier, and Henry Mintzberg, he highlights the potentially counter-productive effects of standardised governance structures promoted in the name of an ideal. His reflections are particularly relevant at a time when organisations must navigate increasing regulatory complexity and intense global competition.

The Paradox of Agility and Standardization

Is it reasonable to advocate organisational agility while simultaneously imposing a standardised power structure?

The distinction between governance and executive management lies at the heart of this apparent contradiction. On one hand, governance, embodied by the board of directors, defines the organisation’s strategic direction and safeguards the interests of stakeholders. On the other, executive management, led by the chief executive officer and management team, oversees day-to-day operations and continuously adapts the organization to its environment.

Clarifying these two functions is more than a semantic exercise; it is fundamentally about the allocation of power and responsibility.

A Safeguard Against the Concentration of Power

Separating the roles of Chair and Chief Executive Officer helps protect organisations from excessive concentrations of power. It also promotes alignment between decisions and a long-term strategic vision by preventing operational urgencies from dictating strategic priorities.

In publicly traded companies with dispersed ownership and subject to financial market regulation, such separation is often viewed as a mark of credibility. It also strengthens the role of the board of directors and encourages board members to develop deeper sectoral and strategic expertise.

In this context, governance education becomes increasingly important. Specialised, professional training ensures that board independence is substantive rather than merely formal.

When the Boundary Becomes a Bridge

However, separating powers can also produce unintended consequences.

When roles become rigidly defined or objectives are poorly aligned, separation may slow decision-making, generate political tensions, or create unhelpful interference between organisational purpose, strategy, and execution.

In companies with a supervisory board, where the separation is already embedded in law, the chair of the supervisory board cannot simultaneously serve on the executive board. By contrast, in family-owned businesses or cooperatives, overlapping responsibilities can enhance coherence, legitimacy, and responsiveness.

Effectiveness therefore depends less on the formal separation of roles than on the strength of genuine checks and balances.

Preserving the Freedom to Design Governance

Should a single model governing the relationship between governance and executive management be imposed on all organisations?

The diversity of organisational structures, histories, and contexts suggests that standardisation may be disappointing in practice. Under the guise of promoting best practices, uniform governance models may restrict an organisation’s ability to adapt to the realities of its sector, culture, or stage of institutional development.

When Norms Undermine Uniqueness

When the separation of powers becomes a prescription rather than a choice, it can be viewed as a symptom of institutional isomorphism, a concept developed by DiMaggio and Powell to describe how organisations increasingly come to resemble one another.

This dynamic also reflects the logic of the “Organocene,” a concept developed by Henri Bergeron and Patrick Castel, in which management systems increasingly dominate collective life, directing stakeholders’ energy toward compliance rather than purpose.

« By making power structures converge toward a single model, we risk overlooking the specific challenges that each organisation must address. »

Eric-Jean Garcia

While constraints can sometimes stimulate creativity, they become detrimental when they reduce an organisation’s ability to develop alternative governance models suited to the complex environments in which it operates.

Ultimately, governance effectiveness does not stem from strict adherence to a prescribed structure. It depends on an organisation’s capacity to design governance arrangements that balance accountability, adaptability, and strategic coherence.