CGOV.Preface:3.1 - A vertical of work being performed

Consider voting arithmetic, determination of a resolution’s outcome and the corporate decision. In a counted-vote procedure, the arithmetic contributes to applying the governing decision rule while that procedure is part of making the corporate decision. The encompassing rule determines who counts and which denominator applies.

In a constructed case, four eligible directors participate: two vote in favour, one against and one abstains. The first rule excludes abstentions from votes cast and requires more than half of those votes; two of three is sufficient. Under a rule requiring more than half of all four eligible participants, two is insufficient. Correct arithmetic using the first rule would answer the second question incorrectly. The condition of the encompassing work changes the constituent operation.

An explanation has a similar connection. A financial analyst supplies a conditional forecast. A director’s interpretation of the assumption contributes to deliberation, while deliberation contributes to deciding the corporate matter. If the director can repeat the numbers but cannot identify the assumption, competent analysis and a correctly convened meeting can coexist with the missing intermediate capability.

CGOV.16 uses FPF B.1.5.EW to recover these connections in both directions. Earlier information delivery is also needed, but its earlier-result dependency is different from these constituent actions. An audit running alongside a meeting is separate work unless the claimed constituent connection can actually be established.

A DPF describes only part of the needed vertical. Reading, calculation, analysis, explanation and communication may be divided among people and tools. Information access and other required support must be available. Allocate help according to the contribution needed, while retaining any participation and judgement the applicable rules assign to a particular person or organ. CGOV.17 addresses how those contributions become obtainable in practice. The texts alone do not provide the capabilities or resources.