Board members have an important role in maintaining correct Board behaviours and dynamics. These are essential elements in determining the success of an organisation. The Chairperson sits at the head of the Board and has the primary responsibility of leading the Board and ensuring that they are accomplishing their tasks successfully and in the most efficient manner.
The Chairperson must set the tone of the Board meetings, manage the dynamics, and lead with ethics. They must remember that the Board represents the top leadership in the organisation, whose example will trickle down to the rest of the staff and have implications on the broader community.
Chairs must also be people experts with high enough emotional intelligence to manage their behaviours as well as those around them. They must be able to juggle both the technical elements of a Board and the people elements.
Role of a chairperson
The Chairperson ultimately plays different roles in a Board. They play a balanced combination of master of ceremonies, facilitator, moderator and participant.
Master of Ceremonies
As the leader of the Board, the chair is responsible for getting the meeting started and announcing topics. Having an agenda to follow facilitates Chairs in their job as it guides them with time keeping. Chairs must also be able to guide the directors through particularly bumpy spots and finally deliver a concise conclusion at the end of the meeting.
As a facilitator, a Chairperson must help prompt good discussion and allow everyone in the meeting to have a voice. They should ensure that all directors have an equal opportunity to participate and ask questions. In addition, they should encourage the Board’s participation. In this way, it will maximise factors of discussion and bring to light the maximum opportunities and risks.
“Personally, I see myself as a facilitator of board discussions, which means that I work hard to create an environment where robust dialogue and constructive challenge can take place without damaging the personal relationships amongst the board,” explains Lynda Carroll, the managing director of Align NZ.
“There are a few ways this can be achieved,” Carroll continues. “Where strong views are held, the Chair can ask probing questions, preferably with a lens of curious enquiry, for example, ‘that is an interesting idea, can you tell us more about that?
“Where someone is not able to support a board decision, the Chair's can assist them to identify if there is any further information that could be provided to enable that individual to support the decision and, if not, to ensure that the individual feels supported in their view.”
Every Board should be comprised of a vast talent pool, which means that not everyone may see the world similarly. Whilst ensuring that every member of the Board has an equal opportunity to participate could eventually mean that there would be the opportunity for healthy debate. The Chair needs to ensure that that debate stays healthy. Ultimately, they must help the Board make the best decision for the organisation.
The Chairperson is still a Board member, meaning they have an equal opportunity to participate during meetings. As the leader of the Board, it would be normal for other directors to be curious to know the Chair’s opinion on topics being discussed. So ultimately, adjusting between the different roles and wearing these multiple hats will require a level of self-awareness and constant monitoring of the room's temperature.
Qualities of a good chair
There are several essential qualities that a good chair should possess that we have discussed in one of our previous blog posts that can be found here. As a brush-up, here are a few:
Guiding from the side
The Chair should not be the dominant voice of the Board meetings. It has been recommended time and time again to separate the jobs of the Chairperson and the CEO, as it may place disproportionate authority in the hands of one single person. The Chair should be in a position to guide the meetings, they must display restraint in overbearing personal opinion, show patience, and be available and committed to their cause.
Consolidating the team
Directors are not a traditional team in the sense that they spend minimal time together. Collaboration, in this case, should be focused on scoping, structuring and sorting out collaborative work rather than regular team-building activities such as sharing goals, team rules and members' mutual expectations.
Prepare before and after action
Meetings in the eyes of experienced Chairs are only one part of a larger picture. A big part of a Chair’s work is putting together a briefing package, organising Board papers and setting an agenda. Following up with directors after a meeting is equally as crucial for Chairs. Once minutes have been approved, a summary, conclusion and resolutions should be sent out to remind directors of what has been discussed.
Take a step back
A great part of being Chair is to be head of the Board, and with that comes directors looking up to them for advice. Although this is the case, as tempting as it is to share all knowledge and experience forward, the realist is that Chairs need to maintain objectivity and think about the bigger picture.
“I occasionally, as a Board member, am a bit mischievous,” explains Ruth Medd, the Chair of Women on Boards. “I ask questions like ‘how is the toilet of XYZ coming along in its renovations?’ Now that’s not in the least strategic, but sometimes I do that on purpose to alert people to some of the things that they might need to think about. So, that could be a proxy for health and safety, for example, across an organization.”
How the Chair can support good dynamics
Facilitating the right conversations
Conversation. Dialogue. Discussion. These are all essential for a Board and should remain at the core of its goals – exchanges between each other for the ultimate success of the organisation. It is up to the Chair to lead all of that. “Directors can be a bit diversionary if given the opportunity,” explains Medd.
Whilst discussion is essential, what is most important at the end of the day is for the right types of discussions to be had. Boards may often times have the habit of falling back onto the same topics, churning and discussing them over and over again. Directing the Board toward the more important topics is crucial for the development and success of Board strategies.
“The Chair’s job is to make sure that the rest of the Board directors don’t go down the rabbit hole of operational detail, particularly if that’s their day job, and to ensure that the conversation is always focused around the strategic issues that are supported by the data. But don’t take time of the Board of all the minutia of the data,” explains co-founder of Conscious Governance, Director and Advisor Steve Bowman,
Building an inclusive team
DEI has been mentioned time after time again, but why is it so essential for a Board? First of all, it sets an example for the rest of the organisation to follow. However, most importantly, it gives an opportunity for a Board to have access to different opinions and ways of solving problems. People with different backgrounds and cultural references will inevitably have an array of ways to tackle problems or see opportunities. With an inclusive team, healthy conflict is encouraged, and constructive discussions can take place. Ultimately, having a more diverse Board also avoids inertia, as well as groupthink.
Managing conflict with different methods
It is crucial for the Chair to recognise that different directors will have different preferences for communication. When conflicts arise, it is the job of the Chair to manage them. The Chair should keep in mind the communal question of “what is the objective?” and, with that, proceed with directing the Board dynamics. Clarity is the most important of them to have. Chairs should align terminology that all directors would be familiar with so as to avoid confusion.
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