What Is It About the Role of the Chair?

Published: June 8, 2021

Read Time: 5 minutes

680 role of the chair

Once upon a time there was a board member who was passionate and diligent but inexperienced and naïve who was asked to take on the role of Chair of the Board.

“I’m really flattered. I don’t really know what I have to do other than chair some meetings, so how hard can it be?” they thought to themselves.

A fairy tale it might appear to be, but this was me. Twenty years on, I reflect on my transition from well meaning board member with little experience to having held the role of chair on a few occasions in my career. At one level, the chair is no different to any other board member. We come to the table as individuals, with our own set of skills, knowledge, opinions and bias but we make decisions collectively and are equally accountable for the decisions made by the board.

In reality, the role of chair brings with it other responsibilities. Deciding who will chair your organisation should be a considered process; not just appointing a person who has time on their hands, has been on the board a long time or wants to have the experience noted on their resume.

So, let’s explore a few of the things that sets the role of the chair apart:

Own the role and set the tone/rules

A well performing chair is a leader; a leader to other board members and a leader to the CEO. Chairs who act in line with positive organisational values, hold others to account in also acting in line with values, and who find ways to extend those standards across the organisation through oversight of policies, procedures and communications are setting the culture.

Creating time on the agenda to discuss culture and its drivers shows commitment and understanding of the true impact of culture on organisational outcomes. The chair, in setting the agenda can instigate practices such as staff presentations, client stories, site visits, survey’s, reports on turnover and complaints that all generate discussion about culture and its impact.

Always come back to purpose and objectives

The chair, as leader of the board can draw attention back to purpose and objectives in any discussion, but especially when making significant decisions such as new partnerships, services or investments. In doing so, the chair can anchor the organisation’s strategic intent; it prompts the question of whether the strategic objectives remain valid, contemporary, accurate and understood. It also allows discussion about what could distract attention from achieving what we set out to do. (I am also saying that organisations should change their strategy if needed. Not necessarily the glossy published strategic plan, but the detail of what the organisation is really working towards can be amended in line with changed circumstances.)

Integrate risk management

Risk management is everyone’s responsibility so the chair can lead discussion that facilitates the exploration of risk identification and management. For the most part, the chair will want to ensure that risk related discussion is focused on what could stop the organisation achieving strategic objectives; being future focused and forward thinking. The chair will also have a role in ensuring that the operational aspects of risk management, including governance systems such as committees and reporting structures are in place, and that policies and procedures are regularly reviewed, fit for purpose and meeting compliance standards. And there are times when the board needs to spend time looking at transactional risk management activity such as incident and audit reports. The chair’s role here is to encourage the board to look for the insights from transactional data; what are the trends?, how do we stops this?, how do we repeat this?, rather than focusing on the specific incident.

Know enough about the business and context

In order to lead discussion, the chair needs to take time to fully understand the organisation and the context in which it operates. Seeking ways to stay abreast of what could impact the organisation, through networks, memberships and subscriptions across a wide range of areas that might intersect the organisation, will assist the chair in leading and contributing contemporary knowledge to the discussion.

Know other board members and draw on diverse thinking

By knowing the story of each person at the table, the chair can pre-empt, accommodate and (I mean this in the best way) exploit individual needs, strengths and knowledge. Quality decision making implies having thought through an issue and explored it from multiple perspectives. We often think of diversity at the board table as representatives from diverse groups, such as gender, ability, social or ethnic background, but don’t forget the reason behind bringing these people together is diversity of thinking.

Promote constructive debate/discussion

The chair, in chairing meetings and assisting to shape the agenda has the task of leading discussion. This means that the chair can invite people to comment, take a proactive role in leading a discussion or hold back their opinion until others have spoken, and can provide additional information or suggest a provocation in order to challenge thinking. Usually unity of thinking is not of concern, but boards who do not professionally and constructively debate issues may leave themselves open to risks or not thinking through mitigation strategies.
Mentor and support the CEO

The CEO reports to the board and has clear accountabilities to run the organisation. The chair is the primary contact for the CEO and this relationship requires a particular balance of trust and collegiate respect. It is not a relationship of friendship but needs to be friendly and professional. The chair should provide the CEO with support; be a sounding board and mentor. This can be done by anticipating the boards response, advising the CEO on the type and level of preparation the management team needs when presenting to the board, share personal insights and promote the CEO’s ongoing professional development.

Be available
Organisations are dynamic and the chair has a pivotal role in linking the management team with board. Being available and responsive to address issues, provide guidance, test ideas, share concerns, sign things, distribute information, seek input or decisions from others in this 24/7 world we live in, is critical to the success of the organisation.

First published in the Better Boards Conference magazine July 2020.


Principal Consultant
What's The Plan

Jane Boag B. App Sc (OT), Grad Dip Community Health, GAICD, MICD Jane has held a variety of senior and executive roles in health and related fields such as aged care, private health insurance and the Transport Accident Commission (TAC). She has also held a number of Director roles in Community Health, Aged Care, Disability and the Arts sectors. Throughout her career, Jane has demonstrated her focus on positive client experiences and strong business performance outcomes.

Jane’s understanding of risk management and governance was the focus of her role at VMIA as Head of Enterprise Risk Advisory, where the team provided risk management advice to the Victorian public sector.

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